Ironheart
by zArkham
Summary: Riri Williams is a brilliant polymath MIT student interning at Stark Industries. Yet her life changes when a demo of the Jericho Missile in Afghanistan goes horribly wrong. Suddenly she's thrown into a world of intrigue, invention and not a little insanity. How will a promise to a dying man affect her destiny? (Mix of Iron Man/Avengers Movies w/a dash of X-Men)
1. Karmic Irony

**DISCLAIMER THE FIRST** : " _Has he lost his mind? - Can he write or is he blind? - Is it conceit or is it gall; That Marvel and Paramount owns it all? - Or if he's sued that will he fall? - Is he alive or is he dead? - Has he trademarked thoughts in his head? - We'll just leave this here: No money was made; So he's in the clear!_ "

 **PITHY STATEMENT RELATING TO THIS CHAPTER** : " _Get correct views of life, and learn to see the world in its true light. It will enable you to live pleasantly, to do good, and, when summoned away, to leave without regret._ " **Robert E. Lee** – U.S. and Confederate General and superintendent of the US Military Academy – 1807-1870

 **LAST UPDATED ON** : 09-04-2014

 **XxXxX**

 **Story Notes** : This fic will center mostly on the Marvel Cinematic universe with a warped version of _X-Men: First Class_ thrown in. However, I will be adapting many characters from the classic Marvel 616 Universe to avoid creating a lot of OCs. So if a character's name seems unfamiliar, you can bet a quick Google search will help you ID them. I will try to identify such in my author's notes…which too many don't bother to read before reviewing and peppering me with questions I've already answered. (/bitter sarcasm)

As the Marvel Cinematic universe mirrors that of Marvel's Ultimate comic line, there will be a references to that especially concerning the Fantastic Four. That and Wanda and Pietro go back to being Magneto's children unlike the cinematic version of them being Sokovian.

 **XxXxX**

 **CHAPTER ONE – KARMIC IRONY**

 **XxXxX**

 **50 KILOMETERS WEST OF CAMP LIGHTNING, AFGANISTAN, JULY 04** **th** **2014 – MORNING**

Riri Williams tried to concentrate on the laptop in front of her and thus ignore the antics of her boss. Once again the Jericho missile had preformed remarkably. And once again the famous Tony Stark was mugging for the cameras, making suggestive remarks to the female soldiers in range and generally being the total ass that Riri had come to despise. How could such a genius also be such an asshole?

As the dignitaries, airmen and soldiers milled around her, Riri let the numbers coming up on her screen flow over her. To anyone paying attention, they might think she was just randomly skimming the data considering how her eyes darted around seemingly at random. But they would be wrong.

Her parents called her a prodigy; her classmates usually just went with teacher's pet when they weren't calling her a freak behind her back. At least at her MIT, her current school, most appreciated her talents even as many tried (and failed) to match her brilliance. Some even muttered her talents were unnatural and that she wasn't brilliant but a mutant with some weird brain enhancing power.

She'd often wanted to ask Stark if he had gotten that when he was at MIT. Or if Richards got it or was it because she was a woman?

It didn't help that she had followed Tony Stark's path of being one of the youngest students to enter MIT. If it wasn't for the opportunity to intern with Stark Industries, Riri would have graduated a long time ago. Only now was her age comparable to that of the freshmen even if she was years ahead of them.

Oh course she was always years ahead of most everyone which helped with the snide comments about her being a freak or a closet mutant.

When she was alone in her darken dorm room at night trying to get to sleep, those comments would bother Riri. She had enough strikes against her being black and a woman in the science community. That she also came in via a scholarship also brought nasty comments about affirmative action no matter that she'd been winning science awards since she was 6 years old. Yet even at MIT, there were always those who had to make excuses for her achievements.

That she was at MIT at all was a bit of a fluke given how she had been contacted by Professor Storm of the _Baxter Building Project_. The accident with Storm's own children derailed her first entry into the program and then the incident with the facility in Oregon had delayed it once again. So she had opted for MIT until things got sorted out.

And that's when Anthony " _I Make Enough Money to Avoid Sexual Harassment Suits_ " Stark entered her life. A chance meeting when her favorite professor introduced her while Stark was their for an alumni charity function. After that, her life had taken a bizarre turn that had taken her from all-nighters in the MIT labs to the dusty foothills looking up to the craggy mountains of eastern Afghanistan.

The number flow stop and Riri saw everything was as it should. She quickly shut everything down, stowed the laptop in the ditty-bag the military had provided her and made her way over to where Stark was leaning against a HUMVEE and speaking on his phone. She could hear Obadiah Stane's tired voice; it was very early in New York.

Stark turned to her with a smirk, "Ah the Ririster herself. Are we fab?"

"Everything checks out, Mr. Stark. If anything, preliminary numbers indicate we've increased accuracy by 2.3% which I believe will increase lethality ratios to anywhere from 4% to 5%," Riri replied coolly.

Nothing had showed on her face as Riri had long practice at not wearing her emotions on her sleeve. The nickname was bad enough but Stark had recently been using all sorts of Seventies slang around her. She knew it was because of her afro given how many times Stark had commented on it. It grated on her that once again, whether it was the color of her skin or something simple as her hairdo kept people from acknowledging that she was a genius who made things happen.

Indeed she felt that the Jericho missile project would have been four years away from even a prototype if she hadn't joined the project. Of course Stark, like Thomas Edison before him, got the credit and his face on all the magazines while Riri Williams languished in obscurity and being kidded over her 'fab' hair.

"Turn me around, Tony," came Obadiah's voice. Tony held up the phone towards Riri. "Miss Williams; don't let Tony here give you any crap, okay? While he may never have left the frat parties behind, I assure you that Stark Industries appreciates your exceptional work."

Stark's face morphed into one of fake pain, "You wound me Obi! My parties today are on quantum levels above my old frat parties. What was _fab_ back in MIT in my day are _totes lit_ today!"

It took all of Riri's control not to roll her eyes or worse, vomit on the Stark's shoes which probably cost more than that Stark Industries paid her in a month. For all his undeniable genius, Starks most annoying habit was using inappropriate slang when he wasn't dropping movie quotes. From things she'd picked up from his driver Happy and his assistant Pepper, this was a trait going back to his boyhood. Probably to annoy his dad Morgan and his grandfather Howard no doubt.

"Tony, try not to piss off any more of the delegation will you? While we have plenty of bids, the shareholders don't like it if we miss out on the mainline bid. It doesn't play well with the media either," Obadiah said.

"Oh don't worry Obi; we gave them the Stars and Stripes forever today. I'm sure July Fourth will be Tony Stark Day here any day now," Stark said with a smirk before a lot of movement around him caught his eye.

"Well Obi, it looks like all the green teens are loading up so I'll catch up with you later when you've gotten more sleep. Tell Pepper not to worry and once again remind Happy that Rhodey is taking very good care of me," Stark said after seeing most of the crowd moving toward the vehicles lined up for the convoy back to Camp Lightning and then on to Kabul. In fact Colonel Rhodes was making his way over to them with an impatient look on his face.

Riri noted how Stark cut off his phone before Obadiah could respond or maybe give more instructions. While Stark was the owner of Stark Industries, Riri couldn't believe how much disrespect he gave Mr. Stane given how the man kept the company's day-to-day business going. While Stark's inventions made them billions, many of the people she was interning with said it was like trying to work with the genie from the Disney movie Aladdin. He'd blaze in and leave chaos in his wake that they had to deal with.

Colonel Rhodes stopped in front of Stark who was obviously checking his Facebook account. Rhodes frowned before he turned to look at Riri. The frown deepened which surprised didn't surprise Riri in the least. The colonel might as well be her dad and she had a bet with their driver, Airmen Manning, that he'd eventually break down and tell her to get a haircut. Manning had told her how bad the colonel had reacted when the young man had forgotten to take out some of his piercings.

Staring back at the colonel, Riri's eyes almost dared him to say something. She had already gotten on his bad side for categorically refusing to wear a hajib to cover her hair. She compounded this by refusing to wear a hat or helmet. If Stark didn't have to, she reasoned she didn't have to either. Besides the Colonel wasn't the one who would have to deal with what that would do to her hair. For a man who hung out with Partyman Stark, Rhodes was an uptight square as Stark himself often remarked behind the man's back. Riri wondered if Stark kept the Colonel as his military liaison as a subconscious check on himself in the way Pepper obviously did back in the States.

"Come on Tony; you're vehicle's waiting," Rhodes said in a tired voice. To Riri, it was almost like he sensed a totally senseless fight coming on.

Her instincts were correct when Stark shook his head as he opened the door to the HUMVEE, "Oh I'll be going along in the Funvee here. Come on Ririster; your chariot awaits." With a grand gesture with one hand, Stark slapped her ass as she moved to comply.

Okay the annoying slang was the _**second**_ worst habit Stark had.

 **XxXxX**

 **LOCATION UNKNOWN, AFGANISTAN, DATE UNKNOWN 2014 – EVENING**

Riri dreamed. It had to be a dream because Sigourney Weaver was telling her that things looked bad and she needed to hold her hand. Riri did so as there was a pain in her chest the likes of which she'd never known. It kept building and building.

As she thrashed in pain she noticed an old man in dusty leather jacket and a brown woolen scarf wound around his neck. He looked sad as he patted her hand. In a British accent he finally spoke, "I'm sorry my dear but this, if I may be forgiven for saying so, is going to hurt."

Before Riri could gasp out a question as to what was going to hurt, her chest burst open and what looked like an gold and red alien cyborg with eyes that shimmered with the glow of the ARC Reactor back in Pasadena. The alien opened its jaws but instead of a hiss it let out a terrible scream.

A scream Riri suddenly realized was her own as she jolted into consciousness.

Instantly she felt both her arms being grabbed. A gentle voice with an odd Asian lilt to lilt told her to be calm. Another voice, this one closer to the accents she had heard at the Jericho demo told her that he'd given her something for the pain but she needed to not move.

A bright light shown down onto her so the faces of the two men who loomed over her were cast in darkness. What she could tell was she was on her back and there was an odd weight between her breasts. Looking down she saw that her shirt had a hole in it and some sort of device had been inserted directly into her sternum.

Before she could take a deep breath for another scream, Riri felt two hands cup her face as another face loomed directly over her, blocking out the light. It was Stark. A very dirty and tired looking Stark.

"It's okay Riri. It's okay; we've got you. Just try to stay calm. Can you do that Riri?" Stark said in a tone unlike any she had heard him used. It was almost paternal.

Taking gulping breaths, Riri got herself under control. As her vision cleared, she turned her head to find that she was lying on a basic frame cot in a room which looked like a cross between a mad scientist lab and pirate cave. High tech equipment was interspersed with gear which might as well been used in these parts when the British still ruled.

Worse was the smell.

Riri blinked the final haze out of her eyes and concentrated on the two men with Stark. The first was a short Asian man with white hair who wore a black blazer over a stained dressed shirt. The other man was also oddly dressed given the room. He also wore a stained white dress shirt with a tie covered by a brown wool vest. He was balding and had a Van Dyke beard streaked with grey much like Stark's. The eyes behind the round glasses he wore were kind yet at the same time oddly cold.

Riri turned her head to see that Stark was wearing the same clothes he had the day of the demo. Except now the expensive clothes were torn and ripped and Stark's face had bandages in two places.

"What happened? Where are we?" Riri blurted out. She tentatively reached out to touch the device on her chest. "What did you do to me?"

The kind man in the glasses made a tisking sound, "What we did, Miss Williams, was save your life. I've seen many people in my home village with wounds like the ones you had when you were brought here. We would call them the walking dead because shrapnel would eventually make its way into the blood stream and thence to the heart, killing them. You should be commended. You and Mister Stark have created a most ingenious killing machine. I'm sure you are very proud."

The Asian man frowned, "Fahim, that is not helping. The girl is in pain enough as it is."

The other man smirked slightly, "She's in enough pain as it is, you say? She does not know the meaning of the word. I've seen what pain she has wrought enough as it is. I thank Allah that both she and Stark finally witness what their labors have brought to the Afghan people."

Riri looked over to Stark who had a haunted look on his face. Even worse was he looked defeated. The young scientist had seen many sides of Tony Stark and even when faced with a project which was frankly going no where on hyperdrive, Stark never looked like he did now.

Stark sighed, "I am Shiva; destroyer of worlds."

The man Fahim chuckled, "A little late now for such thoughts, eh Mister Stark? One might say you both have been hoisted on the petard of your own making. Allah, it seems, is not without a sense of irony."

Stark snorted humorlessly, "Thanks Doctor Morpheus for that bit of wisdom."

However the Asian man's face darkened in anger, "That's enough Doctor Fazli! Did you work so hard to save this young woman's life just so you can torment her? Do you believe yourself to be a tool of Allah to show her the wickedness of her ways? If so then you are no better than those Ten Ring animals who have imprisoned us! So are you a doctor or a fanatic?"

To Riri, the Asian man might as well have slapped the other man. At first rage flitted over his face before he visibly calmed himself before his shoulders sagged. And he bowed his head. The man took off his glasses, rubbed his eyes before putting them back on and looking at Riri. "Professor Yinsen is right. I am a doctor and it would be the height of arrogance to see myself as some avenging tool of Allah. I am sorry Miss Riri. I saved your life because all life is precious and even though you helped bring in another terrible weapon into this world, it is not as if you personally fired the missiles into the villages of my homeland. Forgive me."

Riri nodded dumbly at the man before something clicked in her brain, "Yinsen? Professor Ho Yinsen? Famous cybernetic and robotics expert?"

Professor Yinsen clapped his hands as if in glee, "Ah it gladdens my heart that you know me. China has worked hard to keep my work secret."

Riri goggled at him, "You're a legend at MIT. Mister Stark here has a quote of yours framed in one of his labs!"

Yinsen laughed, "Yes well our first meeting was a bit…interesting but we later worked out our differences."

Stark harrumphed at this, "You mean we had some interesting discussions after I sobered up."

Yinsen smiled kindly, "I was not going to say it."

Riri tried to get up but quickly stopped as the pain laced through her chest all the way down to her toes. She noticed that the thing in her chest was connected by wires to a car battery of all things. "What happened to me?"

"You don't remember anything?" Stark asked.

Riri tried to think but shook her head, "Last thing I remember was you saying something about no gang signs."

"Ah that was right before the attack from Mister Stark has said. You are lucky to be alive given how lethal Stark-made weapons are. However it seems the modifications your company made to the vehicles you were driving in kept the brunt of the explosion from killing you," Dr. Fazli said. "Unfortunately for you, the windows were not as hardened thus our need to operate on you."

Riri tried to roll over and found that while painful, was doable. From this position she finally managed to sit up with help from Stark. She looked up into his haunted eyes, "Stark weapons? What does he mean?"

Stark sighed and rubbed his face before answering. "Well our convoy got hit and hit bad. Frankly I'm starting to understand why General Ross wanted to give us an Army escort. Those zoomies were likable enough but instead of trying to drive through the ambush, they all just jumped out and started fighting. They were cut down in minutes. I tried to run; I don't know why given how we were in the kill zone. In fact a submunition dropped not 20 feet from me right next to a bunch of our guys. I blacked out when it detonated and I'm lucky there was a big rock between it and me. But before it went off, I saw the name, _**my**_ name, printed on it as bold as brass."

"How is that possible? I thought Pepper's team rigidly controlled who gets access to such weapons? Did one of our buyers resell them?" Riri asked.

Stark shook his head, "Come on Riri, you know no one outside Stark Industries has any of our repulsor tech weapons and what almost killed me was definitely one of our Shrike anti-personnel bomblets. I'm not sure how these Ten Rings assholes got them let alone a Jericho but I'm going to find out."

"Assuming you live long enough to do so," Professor Yinsen quipped.

"Ten Rings?" Riri asked. "We had a briefing on them…can't remember…" She shook her head. It was obvious she was still rattled.

"Careful Miss Williams. I'm almost positive you still have a concussion like Mister Stark. With the limited facilities here, I can only do so much for the both of you," Dr. Fazli said.

Stark snorted, "You can't tell if we got concussions yet you managed to pull a miracle off with Riri? Pull the other one, doctor."

Dr. Fazli sighed, "A temporary solution at best and one which may yet kill her if infection sets in."

Riri looked down at the wires leading to the car battery. Motioning to it, "So what's the deal with that?"

"Ah yes, well you may be very familiar with these," Dr. Fazli held up a sealed jar with some metallic looking shards in it and jiggled it. "Souvenirs?"

Riri gulped. She was indeed familiar with what jangled in the jar. Each submunition from one Jericho missile was packed filled with them. She noted these were bloody. "You took those out of me?"

Dr. Fazli nodded, "These were the easy ones. The ones which were mostly intact. But, as I'm sure you know, these are designed to fragment to increase their lethality. Ingenious how they go from being sharp and penetrating to being able to fragment into such small parts. Did you come up with that Miss Williams?"

Stark spoke up, "No, her work is more in ballistics and control. It was another team who created the Jericho Daggers. If anything, their mine because the rigidity to pliability is a function of the repulsor technology which is all on me."

Yinsen clapped his hands together, "Ah! I thought so. I've often theorized that it was how you could seemingly make hardened materials soft and pliable. I take it you have some sort of body armor in the works? One pliable enough to be worn under clothes but could become rigid armor in moments?"

Riri laughed ruefully, "He does and I sure could have used some of that. Too bad it's got a while to go before it even gets to the prototype stage. I've helped them out with it."

Yinsen's eyebrows went up, "Ballistics _**and**_ working with mimetic polyalloy? I'm impressed."

"Oh the Ririster is quite the polymath prodigy," Stark said with the first hint of his normal swagger. Yet his next words shocked her, "I'm lucky to have her working with me. I was sure Professor Storm was going to put his foot down and try to steal her back to the _Baxter Building Project_. But I've had my eye on Miss Williams for a long time since even back to her pre-high school days. I wasn't going to let her get away."

Riri tried to keep from goggling at Stark. That was more praise from him she'd ever gotten. Most of the time his praise was in the form of challenges. Comments which at the time seemed to Riri like he was belittling her. Now she wondered if he was doing it to challenge her. It dawned on her that she and Tony Stark were alike in one way: tell them they couldn't do something and they both would work to prove their detractors wrong.

Dr. Fazli waved a hand at this, obviously uninterested in how Stark staffed his company, "Well then I'm sure she can appreciate the problem at hand."

He turned back to Riri and tapped the widget between her breasts, "You see I've manage to place an electro-magnet in place to try and keep these Jericho daggers from reaching your heart. It is obviously an imperfect fix and one I could have made more efficient if I could have centered the unit better but removing your breast wasn't an option. Besides Professor Yinsen showed me that using your sternum solved quite a few problems I did not know existed."

Yinsen frowned at this but it was Stark who spoke up, "Don't sell yourself short, Fahim. I've seen your work. Hell man, you were at the same symposium where I met Yinsen here! Plus I've seen some of the prosthetic designs of yours in action."

A light went on in Riri's head. That's where she'd heard the doctor's name before! He was famous in certain circles relating to creating various replacements for lost limbs and organs. She remembered reading something about him disappearing a few months ago. For that matter, so had Yinsen. This brought her back to one of her original questions. "So you guys mentioned the Ten Rings. I guess were captives then? Are we going to be ransomed?"

Stark sighed, "I wish it were so even if Stark Industries doesn't pay ransoms. No they want us to make weapons for the Ten Rings; weapons or other pieces of tech. Fahim here has been working on a lot of things given how a lot of Ten Rings men have been chopped up pretty good in the last decade of war."

"Are we going to do it? I mean make weapons?" Riri asked.

Stark looked down at his feet and didn't answer. Yinsen reach out and laid a hand over hers. "We have little choice. They have told us they have many inventive ways torture you if we do not comply."

Riri frowned, "Hey, don't be all chivalrous on my account."

Dr. Fazli laughed. A laugh laced with bitterness. "Oh we are not being chivalrous. If it wasn't you, it would be one of us. We used to have a few other scientific types trapped here with us. No one of renown but good people. They all suffered for our reticence to play along with the Ten Rings' mad schemes. Actually while I'm not surprised they are threatening us with your torture, I am surprised they picked you over me given how you are more capable of giving them what they want in the form of weapons."

Riri swallowed hard. She had thought she'd been picked being a woman but it seemed the Ten Rings didn't care and were equal opportunity terrorists and did whatever it took to achieve their ends.

She looked at Stark who was still looking at his feet. "Mist…Tony, are you alright?" She'd never called him by his first name before but at the moment it felt appropriate.

Stark didn't look up but he answered, "Fahim's right. It so easy to sit in a lab and create things and never really think about the effects they have. Oh you and I bandy such terms like lethality and casualty ratings around with ease but I'd never really _looked_ at what that meant on the ground."

Stark looked up and stared deeply into Riri's eyes. "My dad always made such a big deal over how Grandpa Stark helped build the Bomb. So have I. But you know what? He saw a lot on the ground during the war. And he talked a lot with Captain America who saw first hand some pretty nasty things. Grandpa used to say with contempt that war looks so clean from the air."

Stark looked away, "Till the other day, I hadn't thought much of it even though these last few years I've seen a lot of things I now realize I've actively ignoring or letting myself be willfully ignorant. You? You barely have been out of the lab; it's been mostly theoretical and sterile for you. Me? I've pushed away the photos, purposely missed briefings by going to parties instead. I didn't want to see their faces, Riri. Well while you've been out, I've had a lot of them staring at me."

"Or at least the fathers and mothers of those you've killed. Many of the fighters in the Ten Rings are not fanatics. They are men and women burning for revenge," Dr. Fazli said quietly. "I understand this rage. But as Professor Yinsen was good to remind me, I'm a doctor and there are enough people who need me to forgo any such thoughts."

Riri looked down at the module on her chest. Stark was right about her being locked away from things in her lab. But he was wrong in one sense. There had been plenty of people back at MIT who kept reminding her of the consequences of her work. The door of her dorm had once been defaced with the words " _Merchant of Death Minion_ " carved into it. She'd even had a group of anti-war protestors douse her in red paint as she walked to the train station that would take her from class to the Stark labs where she worked.

Riri looked up and saw all three men were lost in their own thoughts, Stark most of all. Riri had to wonder how much of his party animal persona was a coping mechanism to deal with the fact his family had been responsible for some of the world's most deadly weapons. Stark himself always talked about working towards peace. He quoted Washington often about being prepared for war as being the most effectual means of peace.

Yet peace wasn't what many places in the world had, did it? Riri herself had coped with the science. Was she a workaholic because she was dedicated like she always had told herself or was it because having friends and being sociable would mean keeping in contact with the world where weapons she helped design existed?

Riri fingered the wire leading to her chest. Was this just happenstance? Or was Dr. Fazli correct and this was Fate bringing the karmic smack down on her?

 **XxXxX**

 **A/N** : Right now this is planned just to be a one-shot through the end of the original _Iron Man_ movie. However, I've got ideas which would take it through _The Avengers_. The whole point is to set up the part of this story which I find most interesting; that being how to get a realistic J.A.R.V.I.S. as well as how things change with Riri as Ironheart instead of Tony being Iron Man.

I will work on this in-between my current rewrite of _Paging Dr. Bell_ as well as trying to finish up _Rejected Path_. Even if I continue this, Ironheart will mirror the original film and any further story will be in a sequel.

 **Riri Williams – The Original Character** : For the purposes of this fic Riri Williams is 100% an OC as I haven't read any current comics beyond a few DC trade book compellations. Thus all I know of her characters is that she's taking over from Stark. Don't know how or why or anything about her. Beyond her physical description and her name, she's going to be 100% what I write her as.

 **Yinsen/Fazli** : In the original Vietnam version of Iron Man, Tony is helped by a Chinese scientist. I always felt that what the two men did in the cave was impossible simply because of the amount of work needed. So I felt I'd "resurrect" the real Ho Yinsen as well as keep the version from the film. However, obviously I made him a bit curter so as to help create the needed tension. His name is taken from an actual Afghan actor seen in many films and television. I picked it because comics like alliteration (i.e. Peter Parker, Lois Lane etc.) so I thought the name fit that paradigm. Also, for those who don't know, Allah is Arabic for "the Lord" so keep that in mind when Fazli says something like '…some avenging tool of _the Lord_ " given how an extremist Christian could say the exact same thing. I spent a year in Afghanistan working with a lot of great people there. I don't want people to think I'm bashing them by making them all sound like religious fanatics. If anything, most of the issues in Afghanistan are _**tribal**_ based, not _**religious**_ based.

 **Stark Quote** : For those who never played Civilization IV, you might not recognize the quote Tony uses about being Shiva. Robert Oppenheimer said this after the first atomic test. He also had one of those " _Oh crap; what did I just make_?" moments. Indeed most of the first atomic scientists did this. Ironically Oppenheimer's beliefs sort of mimics what Stark says in the film about a weapon you only use once because it's so horrible no one will stand against you. However, for both Oppenheimer and Stark, that horror proves too much. That and the knowledge that when you build a weapon there are always those who want to use it, no matter how horrible it is.

 **Bad Zoomies** : While I was lucky to have two very hard working USAF analysts working under me when I was the senior intelligence analyst for the 203rd Regional Corp Assistance Group at Camp Lightning back in 2006, I scoffed at the 2008 movie given the fact all the personnel shown were Air Force even though the bulk of troops in Afghanistan are Army. And as alluded to in this chapter, the LAST thing you do in a convoy ambush is stay and fight. Oh sure, if your on foot, current Army doctrine is to immediately take the fight to the enemy. However, in a vehicular convoy, doctrine is to barrel through and get out of the kill zone. Stopping and jumping out is a good way to get yourself killed…just like all those zoomies did in the movie.

 **Hidden Joke** : I really hope that most of you out there get the joke hidden in the dream sequence.


	2. Stout Heart

**DISCLAIMER THE FIRST** : " _Has he lost his mind? - Can he write or is he blind? - Is it conceit or is it gall; That Marvel and Paramount owns it all? - Or if he's sued that will he fall? - Is he alive or is he dead? - Has he trademarked thoughts in his head? - We'll just leave this here: No money was made; So he's in the clear!_ "

 **PITHY STATEMENT RELATING TO THIS CHAPTER** : " _Be bold; Venus herself aids the stout-hearted_." **Albius Tibullus** – Latin poet and writer of elegies – 55 BCE – 19 BCE

 **LAST UPDATED ON** : 10-01-2016

 **XxXxX**

 **CHAPTER TWO – STOUT HEART**

 **XxXxX**

 **LOCATION UNKNOWN, AFGANISTAN, DATE UNKNOWN 2014 – EVENING**

Riri itched pretty much everywhere. Worse was the area where Dr. Fazli's widget married up with her skin. That itched _**and**_ hurt. Luckily for now it remained uninfected which was amazing given the condition of the cave she was imprisoned in. Oh their captors had people who would clean it, probably hostages to ensure local officials did as they were ordered too, but their idea of a clean room and what she was used to working in with were light years apart.

She reached up and pushed her protective goggles up and rubbed her left eye with the back of her wrist as she didn't want to take off her gloves. As much as even having her eyes itch due to the dust and smoke from the heating stove, at least she didn't have to constantly clean glasses as well as Fahim seemed to do every 10 minutes. As a doctor, Riri figured the poor quality of sanitation in their prison drove him quietly crazy.

Of course everyone in the cave seemed crazy in their own way. Professor Yinsen had this façade of the Zen Asian master but Riri quickly saw that it was a persona he was playing, like a mask he put on to help keep him sane. For all his sometimes nasty quips regarding Riri and Tony, Dr. Fazli acted like he was a simple village doctor who wasn't fazed by anything. Yet by his own words, Riri knew that behind those soft words and kind smile, lurked a lot of pain.

Then there was Tony.

Riri honestly hadn't thought Stark could ever surprise her. From almost the second they met, Stark seemed to epitomize white privilege, old money and every genius trope rolled into a ball of manic energy. Yet the man who shared the cave with her wasn't that man. In his place was a dark, brooding and driven man. For the most part, Stark did two things, work on the various malfunctioning weapons brought to him or feverously working on scribbling designs which even she had trouble interpreting.

Riri looked back to the missile she was busy soldering. It was a basic surface-to-air missile from the Soviet age. While many lay people might not realize it but things like missiles did have an expiration date and Afghanistan was filled with old weapons caches filled with such weapons. In the week after Riri had regained consciousness, she had worked on everything from mines to missiles and rifles to rockets.

Of course the Ten Rings didn't want their captives to just fix these aging weapons. Oh no, their leader, Raza Hamidmi Al-Wazar, wanted them to upgrade them. So she spent her days working on how to take a missile made back when Tony was partying at MIT and make it into a modern killing machine.

Riri bit back a curse that not only had Raza managed to acquire Stark tech supposedly found nowhere else but at various Stark testing facilities, but making them resurrect weapons which had safely 'died' before ever killing anyone. Of course at least Riri had worked on weapons before. What the madman Raza had Dr. Fazli doing was much worse.

She looked over to where Fahim was talking quietly to a Ten Rings fighter. The doctor was fitting him with a prosthetic arm. Riri could see (even if she couldn't understand a thing the two men were saying back and forth) she knew that the fighter didn't have a clue he was being set up. All the man saw was a new arm. Riri knew, however, that the arm held a dark secret: a 2 kilo of C4 secret. One which could be remotely detonated. The fighter, for all his enthusiasm for the cause, was going to be sent to a martyr's death without him ever having a clue.

Riri knew that this ate at the doctor. Worse was how happy the men and women he had fitted with such devices had acted. All were so happy to have a semblance of mobility returned or the ability to go through life without only one arm. The brutal horror of what he had done, even under duress, had to way heavily on the doctor. It showed in how much he acted more and more like a family doctor just doing a house call with friends and neighbors.

Maybe Dr. Fazli just wanted those poor souls to savor the little joy they had while they were alive to have it.

Riri turned back to her soldering and once again tried to ignore what was going around her. While the epiphany she had about her workaholic nature still made her feel guilty for not asking harsher questions about what her work was doing to the world, it did help her tune out what was going on around her so she could at least function.

Even though the youngest and therefore the one supposedly having the most to live for, it felt to Riri she was coping the best even though she was one that was on the verge of death if the car battery hooked to her chest widget failed.

She stopped soldering and looked over to where Tony was again working on notes and schematics. Riri had asked him the other day what he was working on and he said loudly it was an upgraded power plant. Yet sotto voice, he had said it was something which would keep her Jericho dagger problem at bay.

Suddenly there was loud banging on their cell door accompanied by shouting. She could tell it was Abu Bakar, one of Raza's main lieutenants and the one she was pretty sure was in charge of their lives. Riri looked at the old clock with the broken glass face near Professor Yinsen's desk. He was a bit early for a change.

Riri turned off her soldering gun and took off her glasses and gloves. Bakar had made it clear he didn't like not seeing their eyes or having anything covering their hands. He didn't like protective aprons either but Riri had found that picking up her car battery and holding it to her stomach worked not only so she didn't have to shed the unwieldy garment but tended to keep Bakar and his men from getting to close to her.

Tossing her gloves and goggles on the rickety table next to her work bench, Riri grabbed her battery off the box which at one time had carried bags of rice from some U.N. charity and went and stood with the rest of her fellow captives. Unlike her, they had their hands behind their heads as was required.

Bakar yelled out more things that only Dr. Fazli could understand. While Professor Yinsen was a Beijing native, his grandmother was a Uyghur and he spoke quite a fair bit of his grandmother's tongue. While the Ten Rings recruited from all around Central and Southern Asia, there were few Uyghurs among them thus it fell to Fahim to translate. Or at least try. He had complained how many various languages were used around the camp. In fact he was convinced that they kept the Dari and Pashto speakers away from them given how Fahim spoke both languages fluently.

At least Bakar spoke Pashto so at the very least the really important orders were never in doubt which was good because his English seemed to have come from watching bad action films.

The door opened and Riri was quick to hide her surprise to see Raza behind his men. This was easy since most of the Ten Ring fighters might be broad but few were that tall. Raza, however, was lean and stood a good head above most of his men. He also had this unflappable calm about him that Riri felt would make him a great Hollywood villain.

That is if he wasn't already a real, honest to goodness villain in his own right.

That he was here was not a good sign. It almost always came with new orders, often mostly impossible ones. As Abu and his men check the chamber, Raza just looked at the four like a cat might look at a cornered mouse.

It was times like this that for all her spunk she had been known for all her life, she was glad she had a battery in front of her. It wasn't much of a security blanket but it was at least something between her and a _very_ bad man.

Bakar finally gave Raza a thumbs up signal. Raza nodded and turned back to his captives. Unlike Abu, Raza's English sounded like he was an Indian born BBC announcer. "Well it seems things are going smoothly. But are you working as diligently as you can?"

He turned to Stark and his eyes went from seemingly like a cat on the prowl to those of a cobra about to strike. "You, for example, Mr. Stark seem to equate work with scribbling endless notes."

Riri may not have like the 'Partyman Stark' but over the last week she had found that there was steel beneath the frat boy veneer.

With a shrug Stark replied, "You know about the old saw about breaking eggs to make omelets? Well even I can't just 'whip something up' when it comes to taking weapons decades after their use date and turn them into some Dr. Evil tech. Now as I told you last time, chemicals are so 20th Century and if you want the modern mayhem then you need power. And I'll tell you _again_ , that I'm working on it. Frankly beyond the fear of having you just take me out and having me shot behind the chemical sheds, right now I'm more irritated that I'm about to make scientific history, _**again**_ I might add, and nobody but the people you yahoos shoot at will ever know it."

Riri was aghast. Raza seemed rather tolerant of Stark's rants, but she was sure this time he'd gone too far.

However Raza merely raised an eyebrow. "That may be, Mister Stark but only Allah has infinite patience. Besides, as I mentioned before, you will be moved to a different location at some point. Right now I cannot say whether your lab will get better or worse."

Stark openly rolled his eyes, "Well I'm sure you'll manage but I'm thinking it'll be a stretch to get worse than this. But hey, I get what you're saying. I'm betting you've got your boss man riding you just like Obi and his stockholder posse like to ride mine. Well I'm fairly confident that I'm going to begin prototyping in the next day or so."

Raza smiled. This smile got nowhere near his eyes, "I do hope so for Miss William's sake."

Stark merely shrugged, "No need to get all Grand Moff Tarkin on me; she's going to be the prototype so if I screw up, well she won't be around for you to torture for my failure."

"What?" Riri couldn't help but blurt out.

"Shush, Riri; the big boys are talking," Stark quipped. He turned back to the resident Ten Rings leader. "So give me a week and I'm about 87.23% positive that I'll either have a working prototype or one dead intern and more data for me to get it right the next time. You okay with that or do you need to do more evil posturing with threats and maniacal laughter?"

Raza chuckled, "Oh no Mister Stark. This is where you get beaten for your impertinence. Be sure to work hard for I'll hold you to promised timetable." With a gesture, four of Bakar's men leapt towards Stark and soon had him on the ground, kicking and occasionally hitting him with the buttstocks of their rifles.

Raza turned to Riri who was pointedly trying to ignore what was happening to her boss. "I do hope, for your sake Miss William, that you do your best to ensure your employer does not drop a decimal or something like that. Remember, even if Stark creates his successful prototype in you…well prototypes are not very useful after they prove their concept, yes?"

The evil man turned to where Yinsen and Fazli stood, 'I hope both of you remember this." With a bark in a language Riri didn't recognize, Bakar followed his master out the door with the rest of the guards quickly following though one did tarry long enough to give Stark another kick.

After the door clanged shut, Riri quickly made her way to Tony's side. While obviously banged up, the idiot was actually chuckling. "Tony, you idiot! Why do mouth off to him? Do you want to die? You're not invincible and you're definitely not made of iron!"

Stark continue to chuckle until it turned into a rasping cough of pain. "Well I can't die as I'm sure Pepper would never allow it. But you got it wrong; dying is easy but I'm not going to make me living any easier for that bastard."

Fazli sighed and motioned to Yinsen to help him get Stark onto the same cot Riri had woken up on. "Yes but you and Miss William have the best chance of getting out of here. No need to shorten the already small odds."

Stark laughed again, spitting up some blood in the process, "Never tell me the odds!"

Despite herself, Riri couldn't help but groan. Even in the face of death, nothing apparently stopped Stark's love of inappropriate humor and movie quotes.

 **XxXxX**

 **LOCATION UNKNOWN, AFGANISTAN, FIVE DAYS LATER, 2014 – EVENING**

"Got a minute?"

Riri looked up from her calculations. "Well you _**are**_ my employer, Mister Stark; it wouldn't be in my best interest to tell you to buzz off." Riri tried to smile but the few days had been hard and she wasn't sure her attempt at humor would come off as such and not her just being bitchy.

Stark grinned, "I doubt any complaint I made would get to HR so I'm sure you're safe. No, I'm ready to start the procedure tomorrow. I'm fairly confident on my work and Fahim is just as fairly confident that he can keep you alive if something goes wrong and we need to switch you back to your widget."

"And Yinsen?" Riri asked as she glanced over to where the old man was already curled up in sleep. As the oldest, Yinsen tired out the quickest.

Stark followed her gaze, "Yinsen is just excited. While you've picked up the slack on the weapons work, he and I have had some time to come up with some pretty interesting things. So thanks for that. I know having that thing in your chest hasn't made it any easier for you in this already craptastic place we've found ourselves in."

"Yes well in honor of your love of bad Seventies quotes, ' _I will survive._ ' So what have you and Professor Yinsen been up too?" Riri asked.

"Like our ticket out of here," Stark said quietly. It was no accident that Stark's back faced the security camera in the room. None of the prisoners felt it was being too paranoid to believe Raza having someone who could read lips watching the security feed.

"What have you got?" Riri asked while trying to keep the excitement off her face and out of her voice.

"Well let's take a look, shall we? Of course the power source for it may end up killing you tomorrow so that might be a bit of a drag on the plan," Stark said with a smile. Like Raza's, it didn't reach his eyes.

Riri snorted at that, "Tony, I already have Stark tech trying to kill me. I'm ' _fairly confident_ ' I'm in good hands."

Stark chuckled at having his words toss back at him as he spread out various pieces of the yellowish paper they were forced to work on. Yet none of the schematics made any sense. "Tony?"

Stark merely smiled, "Lay them atop each other in ascending order; I'm sure you go from fairly confident to mostly confident."

Riri snorted, "Well I guess that beats being mostly dead."

Stark mocked scowled, "Miss Williams, I'm the purveyor of movie quotes here, thank you very much."

Riri snorted again, "Excuse me, but nerd girl here; we stop geeking for no man. Wait…what?"

Suddenly as she placed the six number sheets in the proper order a pattern started to form. Pressing down, it became clear what Tony and Yinsen had done. She turned to look at his face, "Tony?"

This time Stark's smile not only reached his eyes but they seemed to twinkle, "As I said, our ticket out of here. Oh and don't worry, you're not being out left out of the loop on this. If my miniature ARC reactor doesn't kill you tomorrow, we both are going to need your help to get this working. As I said earlier, Miss Williams; I've had my eye on you for a long time. Now is definitely the time for you to shine for all of our sakes."

 **XxXxX**

 **LOCATION UNKNOWN, AFGANISTAN, ONE WEEK AFTER THE OPERATION, 2014 – MORNING**

"Bleargh," Riri said as she struggled to get up out of her cot. The lack of coffee was hitting her more each day. That and she'd kill for a bacon breakfast sandwich.

"I'm sure that is not a real word, Miss Williams," Dr. Fazli quipped from where he was cleaning some of his tools.

"Oh please…I'm sure it means something somewhere but anyway, it's how I feel," Riri snarked back.

"And how _**do**_ you feel?" the doctor asked.

Riri resisted the urge to rub the glowing device on her chest, "Better. It doesn't seem to itch like the last widget did. Also I've looked at the numbers so I think my stress levels have dropped."

"Yes if you lived for another 100 years you might have to worry about those daggers reaching your heart, "Fahim agreed.

"I'll settle for living past next month," Riri said with a frown.

"Nonsense! Never give up hope you will return to your family. I live for the day when I will be reunited with my family," the doctor said with a genuine smile.

"You miss them don't you?" Riri asked.

"Of course, every day. Sometimes every minute of every hour. Being separated from them brings me a pain I'm happy to think you could never understand at your age. But, don't you miss your own family?" Fahim asked back.

Riri didn't say anything for a moment. There was something off about the good doctor. It was like he was wearing a cloak of misery around him. Of course his question literally hit close to home. In the face of his obvious devotion to his family, Riri felt her own feelings so inadequate.

Finally she shrugged, "Not really. My father is a good man for all his drinking and lack of a decent education. Mom quite frankly doesn't know what to do with me and my younger brother and sister can't relate to me. They both think I'm a freak."

Dr. Fazli sighed, "Ah yes, the burden of genius. It is something I've noticed too often in my time amongst some of the world's brightest people. People fear what they cannot understand and even blood ties rarely trumps that irrational urge. No matter, I'm sure you at least have colleagues which may have been jealous but surely miss you deeply."

Riri laughed at Fahim's knowing smile, "Yeah well you got me there. I had quite a few projects I'm sure have gone down in flames with me not there to supervise them. I'm sure Mister Stane is quite frantic."

"Oh I'm sure Obi's having the time of his life trying to deal with panicky shareholders," came Stark's voice from where he was head down in some intricate electrical work. Riri almost snorted at the sarcasm which filled Tony's statement.

Yinsen woke with a yelp from his bed as their cell door clanged with a rifle butt striking it followed by shouting.

Riri looked at the clock, 'Whoa is Bakar's early. You know, he knows enough English to tell us to get ready. Why he screams at us in a language only you understand is beyond me."

Fahim shrugged as he hurriedly put away his tools and moved to the center of the room as Yinsen scrambled to get presentable. Only Stark seemed to be unruffled as he finished up what he was working on.

Riri felt a little naked as she stood between Stark and Yinsen. This would be the first time she didn't have the small comfort of having a car battery between her and Bakar and his men. She prayed that this was their normal rousting and Raza was not present.

As the door opened, it was apparent that luck was not with them as not only Raza standing behind his men but his normally impassive face was wearing a frown. Riri could almost feel the anger wafting off him.

Worse was Raza quickly stormed into the room with his men fanning out around him. None of them moved to do the normal search of the room.

"Trouble at the mill?" Tony asked into the tense silence.

Normally Raza seemed amused by Tony's attempt to lighten what was a literal life-and-death situation. Today obviously was not a normal day as Raza slapped Stark hard across the face with the back of his hand, "I do not have time for your insolence, Mister Stark. You promised me power. Miss Williams survived so you have your prototype. Yet where are my weapons? You've done little in the last few days to get me what I want! I'm tired of warning you of the consequences!"

Amazingly it was Dr. Fazli who spoke up instead of Stark, "You ask the impossible you madman! You barely feed us and if it wasn't for the forges we probably all would be done in with pneumonia. You spy on us, threaten us, treat us like animals and on top of it want us to pervert our work for you evil schemes! And you have the gall to be surprised we are not eagerly doing your bidding?"

Raza turned towards the doctor with only a hint of surprise that everyone in the room seemed to be feeling. The Afghan doctor _**never**_ raised his voice! "Doctor, I do not think you understand the consequences of…"

"Allah take your consequences! I'm fully aware of what you can do! Where do you think I grew up? Disneyland? Your accent and demeanor betray you! I know where you're from; cushy and quiet Punjab! Phah! Where you bullied for your Pashtu roots by those mean Punjabis? I hope so because unless you vacationed in Kashmir, you've seen NOTHING compared to what I grew up with," Fahim sneered.

"Doctor don't make me…" Raza said in a cold voice.

"Don't make me what? Kill me? We all know that's the end product anyway. You're just lucky most of us none of us have the heart to tell you to go to hell and be done with it! A lot less people would die if we were of stout heart." Fahim spat back.

Raza's eyes narrowed before in one swift movement he grabbed the pistol from the holster attached to the bandolier on his chest and shot Dr. Fazli in the face. Even some of Bakar's men shouted in alarm while the Afghan doctor fell back as Yinsen was splattered with his blood.

Riri hadn't screamed. She was too shocked at the callous way Raza has snuffed out the life of a truly kind man. One who had struggled with the hate she felt was due to her and Tony for their actions. Struggled with that hate and conquered it. Regardless of what he had said, Fahim had truly been stout-hearted. It hurt to see his body crumpled up like a broken toy on the floor. Now he'd never get to see his family again.

Raza turned back to look at his prisoners, Stark especially. "Weapons, soon or else. I hope this demonstration removes the need for any further verbal repartee, yes?"

Stark practically growled, "Oh you've made your point quite clear. Everything has consequences which you've made quite apparent. Maybe someday you'll get taught the same lesson and I'm hoping a lot of pain is involved along with it."

Raza simply raised an eyebrow as if to say, "Oh really?" but then turned and left with an imperious gesture for his men to follow. The door closed with a loud clang leaving the cave quite literally deathly silent.

While Yinsen began to towel off Dr. Fazli's blood, Riri knelt by the dead man. She reached out and took off the dead doctor's glasses and closed his eyes. She turned to Stark who what a thunderous look on his face, "I can't believe they just left him here!"

Yinsen sighed, "That is part of the punishment. They won't dispose of his body till sometime tomorrow. Sadly the stench will be terrible."

Riri got up and grabbed the woolen hat the doctor had often worn. Riri had teased him that it made him look like he was about to jump on a bicycle and bike down to get the local Sunday paper. Now she placed it one his head to hide the bullet hole in his forehead.

Stark grabbed the body's legs while Riri and Yinsen took up the arms to place the once kind doctor into his bunk. Riri move his arms so they were made a cross over his chest. She noticed that Stark had returned to his work, a look of total concentration already on his face. A flare of anger swelled up into her until she remembered what Stark had told Raza. Revenge for the evil man's crimes wasn't going to just happen. Tony obviously was working to make it happen.

She looked over to Yinsen, "I'm sorry to be an insular American but is there anything we need to do for him? Prayers? Last rites?"

Yinsen shook his head with a wan smile, "No Miss Williams, our friend is hopefully with his God now in Heaven. Although the Buddhist in me hopes his spirit will be reborn into this world. Sad to think such a man is forever lost to this imperfect world."

Riri felt tears begin to fall; she angrily wiped them away, "True but now he will never see his family again."

Yinsen shook his head again, "Ah but that is where you are wrong, child. Fahim has been reunited with his family at last. Mourn the lost of the man but know that he is where he so desperately wanted to be."

Riri looked at the serene Professor, "What? I don't understand. Fahim was telling me not 10 minutes ago about how much he looked forward to seeing his family again."

Yinsen looked sad, "I know, child. I'm sure you felt his righteous anger towards you that he attempted to control was because of the death Stark weapons you helped design have wrought upon this land. Sadly his own family was some of the first casualties of those same weapons. Frankly I am surprised he didn't provoke Raza earlier."

Riri shook her head, "No!"

Yinsen shrugged, "To you in the West, suicide is seen so poorly. Yet here in the East, well it is less of an end and more of just another step on the journey. I believe poor Fahim realized that Raza was especially angry today. We both had sadly seen it before. There was a good chance someone was going to die today and he felt it had to be him."

Riri looked down at the man who now, except for the blood stains, looked as if he was merely sleeping, "But why?"

"Because he knew if there is any chance of an escape, the three of us were still needed," Stark said coldly from his work bench. "Your ARC reactor is stable and we all are going to be needed to make our project work. Don't think he just goaded Raza into killing him; he made a very sound tactical decision."

Yinsen chuckled humorlessly, "You are thinking like a warrior, Stark. Fahim acted as a doctor in triage. He knew who had to be saved and who had to be denied care. In this case, that person was him. That and I believe he may have felt I would have stepped up even though my help is still needed."

Riri frowned as she got up and went to their wash basin to clean off the dead man's blood off her hands, "Why would you do such a thing, Professor?"

Yinsen looked at Stark who nodded, "It is simple, my dear. I will never leave this cave. I'm dying of prostate cancer. I was stage three when I was captured and I've been denied any treatment. Well denied is not correct as I never told them of my condition. I figured my cancer would kill me before I did too much damage for the Ten Rings. Right now I'm trying to hang on till we get the project completed."

Riri looked at Stark, "You knew about this?"

Stark nodded, "It's why I've been working so much with Yinsen instead of doing more weapon work. The clock is ticking against us and sadly I had to risk a beating or an incident like today to get what we need before Yinsen runs out of time. Bad enough for our project to work, you need to know step up with Fazli's prosthetic works. Otherwise parts of the project are going to be too obvious. I doubt even Bakar could fail to wonder why we're working on arms and leg parts."

Riri to Yinsen, "I'm sorry Professor."

Yinsen laughed, "Oh my dear child, don't be! I've lived a full life and I leave behind a wonderful family. Now I wish to help the two of you get home. I think both of you have much to think about and to meditate on where your life has been going and where you may wish it to go now, yes?"

Riri looked at Stark, "You got that right. Grandpa Howard and my Dad are going to be rolling in their graves when I get back. Obi's probably going to have a stroke too," the inventor said with a cold calmness.

Riri thought about what her life would be like if they did make it out of this cave. She knew she couldn't just walk back into her labs at Stark Industries and even the halls of MIT felt like they would be a step backwards. What would she do? What could she do?

Riri looked back down at the body of Dr. Fazli. Whatever she did, she knew she'd take the advice of the dead doctor. She would strive to be stout-hearted and do the right thing even is that meant opening herself up to pain and suffering. She had thought she was helping world peace but she had added to the sum total of the world's suffering. Riri knew she'd have to atone for that.

Riri looked over to the mirror over Fahim's workplace. A tired, dirty and young black woman looked back at her. Her expression was that of unease.

She had a lot of blood on her hands; what would it take for her to wash it off and make things right?

The young woman's face changed from unease to determination. "Stout-heart," Riri thought. I will do what it needs to be done and woe to anyone who stood in her way!

 **XxXxX**

 **A/N** : As with my Harry Potter fan-fiction, I think a lot of writers want to patch up plot holes. Marvel obviously expected us to believe the Ten Rings guys were so inept that they couldn't tell the difference between the beginnings of powered armor and a missile. This chapter helps show how the armor could be built by being covered by the late Dr. Fazli's prosthetic works.

 **Fanfic Net Help** : Sadly Riri Williams is not a character you can pick and I couldn't find a good way to properly categorize this fic. So if you like it and know of different forums this might get more traction on, either pass it on or PM me so I can try to get this a larger audience. Thanks!


	3. Action Plan

**DISCLAIMER THE FIRST** : " _Has he lost his mind? - Can he write or is he blind? - Is it conceit or is it gall; That Marvel and Paramount owns it all? - Or if he's sued that will he fall? - Is he alive or is he dead? - Has he trademarked thoughts in his head? - We'll just leave this here: No money was made; So he's in the clear!_ "

 **PITHY STATEMENT RELATING TO THIS CHAPTER** : " _In preparing for battle I have always found that plans are useless, but planning is indispensable._ " **– Dwight D Eisenhower** – American 5-Star General and Supreme Commander of Allied forces in Europe during WW II and later the 34th President of the United States – 1890-1969

 **LAST UPDATED ON** : 10-17-2014

 **XxXxX**

 **CHAPTER THREE – ACTION PLAN**

 **XxXxX**

 **LOCATION UNKNOWN, AFGANISTAN, DATE UNKNOWN 2014 – EARLY MORNING**

Riri woke to find an arm around her stomach and a warm body snuggled up against her.

In another life, Riri would have been furious with herself because she had broken her number one vow she had made when she agreed to the intern work at Stark Industries. That being under no circumstances whatsoever would she allow Tony Stark into her bed. For that matter, into her car, onto her dorm floor, against any wall, in a closet or on a desk.

Yet that was Riri Williams 1.0. The original out-of-the-box polymath genius who strove to one day be seen in the same lights as Gates, Hawkings and Jobs. Or, in more in line with her work, the Starks (at least Howard and Tony) and Reed Richards. That Riri Williams had been a spunky black woman with an amazing afro and the brains and attitude under it that had pushed her past into the realm where the giants of science made the changes which shaped the world.

Yet in the dark and dirty cave somewhere in Afghanistan, Riri Williams 2.0 had been born. She wasn't an upgrade but very much a different animal. Previously Riri 1.0 had seen through the eyes of a prodigy, one who lived for the science and the beauty of innovation.

Now Riri 2.0 saw that science without caution, morality and awareness brought about terrible things. She might have hit Stark upside the head during a recent discussion when he brought up the movie _Real Genius_ because unlike the characters in that movie, she had known full well she was making weapons. Yet she saw the parallels of her life to those students shown in that campy comedy.

Riri 2.0 had also seen things which would have horrified her old 1.0 self. Dr. Fazli, dead with a bullet in his head, gone these last three weeks. Then Raza had brought in two technicians taken from an Indian telecom company to help speed things along. Neither had lasted more than a week. One had tried to rush the door during an inspection while the other had tried to attack Bakar with a make-shift shiv. Riri couldn't even remember their names now and this weighed upon her.

Worse was now Professor Yinsen lay on his cot but wasn't sleeping; he was dead. His cancer had finally claimed him. Thus it was just her and Stark. A man Riri 1.0 had despised even as she admired his brilliance and inventiveness. But to Riri 2.0, Tony was her last link to her old life as well as her only hope of escape. Like her, Riri knew that the Anthony Stark who had slapped her ass prior to leaving the Jericho demo was just as dead as Riri 1.0 was. What was left was a man burning with inner demons which drove him night and day.

He was also a man she finally admitted could be charming and she'd never denied that he was a handsome specimen of the male variety. But it wasn't any charm which led her to them a night of urgent sex were both parties seem to struggle to affirm they still were alive. It was simple she was a woman, and he was a man and neither might live for much longer. They both needed to be needed and to reassured.

Riri idly stroked the back of Tony's arm. Her first time with a man and it had nothing to do with love or desire but of the real need to be comforted. Riri had never been a touchy person even though her mother hugged people at the drop of a hat. Yet the feeling of Tony's skin against hers had filled a void in her.

Not that she felt any sort of love for Tony. She knew enough psychology to realize what she and Tony had done had been played out a million times before when men and women went through terrible times and the simple act of sex would help to quiet their fears, if only for the moment.

Riri looked up at the security cameras. Neither of them had paid it any mind. Let their jailors get their jollies. It would distract them from the last and most critical phase of Project Iron Man as they had labeled their work. As Tony had hoped, her taking up the late Dr. Fazli's work along with her own had been the cover they needed when testing many of the components of the Iron Man armor.

She knew they were probably grasping at straws as so much could go wrong. Yet what had been gnawing at her for awhile and what kept her awake now was what would happen to Tony. She at least, would be wearing the armor. She at least might be able to rocket to safety (if the boots didn't just detonate and blow her legs off) but Tony? What were the chances she'd be able to carry him to safety? Or that they might shanghai a vehicle and manage to outrun any Ten Rings pursuit.

Riri 1.0 might have easily talked of kill ratios but Riri 2.0 was desperately afraid that by some miracle the Iron Man armor worked as hoped, she alone would be the one to escape. After seeing first hand the brilliance of Tony Stark in action, she cursed the Ten Rings that they might snuff out one of the greatest minds of the century.

There was, however, enough of Riri 1.0 left to feel anger that the Ten Rings might snuff out her chance to show that she too was one of the greatest minds of the century.

 **OoOoO**

 **LOCATION UNKNOWN, AFGANISTAN, SIX DAYS LATER, 2014 – MIDDAY**

Bakar leered at here even as he eagerly waved some of his men forward to take the missiles and modified artillery shells on her workbench, "I see that your entertainments have yielded great results."

Riri affected a bored look even though she was impressed given this was better English than they normally got out of him, "I'm glad I've been so entertaining. I'm sure it beats any quality time you get in the goat pen."

Bakar's leer turned to a frown and his hand was halfway poised to strike her before he made an angry gesture at her and stalked off after his men. It seemed to Riri that the cell door clanged shut harder than normal.

"Good one there Ririster but I'm better Bakar is probably more into boy dancing," Stark said as he resumed his place at his workbench. Riri quickly joined him. They had little time to spare as they had learned by trial and error that the best time to do the riskiest part of their work came right after an inspection or pick-up.

"Yeah well I'd rather not dwell on what is going on at the other end of that security feed when we're doing our thing," Riri said tightly. She forcefully compartmentalized the times Tony and she had sex because it was the only joy in her life and she refused to let the Ten Rings taint it.

Yet an hour later by the clock on the late Professor Yinsen's desk, Riri looked at the simulation which had finally ended on her laptop which somehow had survived the attack and been a boon to all of them during captivity. While she and Tony could do some amazing math in their heads, Yinsen had needed the computerized help.

She checked the code again, ran the simulation again and again the results were the same. "Tony, I think we got it."

Stark looked over but his face showed no excitement. Fatigue had etched lines in his face; Riri doubted would fade if they managed to escape. "Show me," Tony said simply.

She ran the simulation a third time. Tony made a face and started to stroke his beard. His eyes while still fixed on the laptop were unfocused. Riri felt good that Tony hadn't asked to see her code. Having one of the smartest men on the planet accept your work without question gave her a thrill. If only this thrill was happening back at MIT or in her Stark Industries lab!

After five minutes Tony finally nodded, "Well then, I guess that's it then. Project Iron Man is a go. We better get cracking; tomorrow is going to be a _**very**_ busy day."

 **OoOoO**

Riri reached out and stroked Tony's cheek as they lay facing each other in their conjoined cots, "Will you tell me what you're thinking?"

Tony looked up and met her eyes before pursing his lips but said nothing.

"Come on Tony, it's you and me and the ghosts in here tonight. I can tell something is eating you," Riri said gently. It had been obvious that even in their frantic bout of lovemaking that Tony had been distracted. Surprisingly Riri felt detached from it all and had no trouble focusing on the man old enough to be her father. Maybe she realized deep down that the chance this was the last night of her life made it easier to not think about her own fears.

Tony sighed, "Well I'd like to say that I'd like to thank you for the last week. As you no doubt will be unsurprised to hear, I've bedded some fine women in my time. Some actually meant something to me. But I have to say this last week was new."

Riri frowned, "Oh God Tony, don't tell me that you love me."

Tony looked surprised before smirking, "What? Oh for frak's sake, no! No Twu Wov and Mahwaige are not on the horizon. I just mean that yes, the sex was great and yes, we're under pressure so that makes hay of everything. But I just wanted to say that it's been nice. It is very rare that any women I've taken to bed can keep up on the science end of the pillow talk."

Riri chuckled, "Not sure if that's really a compliment or not, but hey; I'll take it." Riri tilted her head as her eyes narrowed, "But I'm sensing there is a rest of the story thing going on."

Tony gave a ghost of a smile, "Again you show why you're different from my normal bed-warmers. Most just want something of mine whereas not only are you perceptive but other than this fine hunk of man flesh, you don't ask of anything."

Riri rolled her eyes, "It took staring evil and death in the face to get me to break my promise _**never**_ to sleep with you, _Mister_ Stark."

Tony laughed softly, "Yeah well I totally deserved that and more. But yes you're right. Tomorrow is a big day and I have a lot more life to look back on and have regrets. I regret never being able to explore some things with my grandfather. He and I were close when I was a kid and his death really was a blow. I never got to make peace with my father. If anything I went out of the way to piss him off."

Riri frowned even as she wriggled slightly as Tony used a finger to circle the flesh around the ARC generator in her chest. Her breasts seemed to be a lot more sensitive ever since its implantation and his touch sent shivers down her spine. "Well from what I've heard and read your dad was a Class A asshole. Like in the realm of Senator McCarthy assholedom. Funny given how your grandfather comes across in the histories like Don Draper crossed with Albert Einstein. No offense."

Tony shook his head, "None taken. Dear old dad was a piece of work. Hated commies, hated hippies, hated liberals and probably hated puppies for all I know. I saw more of my nannies than I did of my dad. Even my mother had a hard time getting away to make time for me. Quite frankly I think either Mom tricked dad to get pregnant or he felt that an upright, patriotic guy like him needed a family picture on his wall. So yeah, not a lot of lost love. Still, now I wonder what drove him to be like he was. I mean Grandpa Howard was great and Grandma Maria was one of the sweetest women I've ever met."

"Well from what I read, she seemed to take Eleanor Roosevelt's lessons to heart. I mean the biography I read of her made it look like she was destined to be nothing but a socialite and eye-candy on some rich guy's arm," Riri said thoughtfully.

Stark smirked, "Oh Grandma was a fire-cracker. She looked all demure and dazzling in her minks and pearls but she was a barracuda at heart. She and Aunt Peggy got a lot done behind the scenes. Heck, I doubt Stark Industries or SHIELD would be where they are today without my Grandma. She was the Dolly Madison of her day, that's for sure. Of course being eye-candy on her sugar daddy's arm pretty much what Katherine Stark was all about. Even when she tried, Mom seemed lost when it came to being a mother."

Tony's face suddenly fell into sadness.

"What is it?" Riri asked.

Tony didn't say anything for a minute but then sighed, "Oh it just hit me again that if things go badly tomorrow that there is another person I'm going to feel bad for not being able to say goodbye to personally. Both Aunt Peggy and Jarvis probably kept me from being murdered by my dad when I was a tear-away kid."

Stark suddenly laughed, "It was kind of like the comics. Jarvis was my Alfred and if it wasn't for him I'm sure I'd be skulking around in a dark suit at night and beating people up in alleyways. But Jarvis was always so calm and caring. At least I was there with him when he died."

"But Peggy Carter isn't and her life seems to be about outliving everyone she loves," Riri said softly. The former Agent Carter was a legend in Stark Industries and there were many pictures and inspirational posters of her. Unlike the trite business phrased ones normally seen in a typical corporate office, those from Peggy Carter resonated as history had shown her to have walked the walk. Riri was honored that she had been able to meet the woman once when she first got into MIT when most kids were still in high school.

For all she had a long, successful life, Riri had felt the sadness around her. That sadness of losing the one thing which had truly mattered to her back on the fateful day in World War II.

Tony sighed again, "I feel like I'm letting her down. She always stood up for me. She also pushed me to think about what I was doing. I realize now that she was trying to get me to really look at what I was inventing. I'm worried that I won't get the chance to tell her in person that she was right."

Tony's look of sadness morphed into one of determination, "And I guess that brings me back to your original question. Yes I have been distracted. I need you to promise me something; something really important. Fazli was right about us; we've helped create more suffering in a world that really doesn't need any help from us. I want to ensure that that won't be the sum total of my life if things go the way they easily could tomorrow. To keep that from happening, I need your help."

Riri didn't like the fatalism in Stark's voice but she understood it. There were just too many things which could go wrong in their escape plan. Planning for failure was critical. "What do you need me to do?"

Tony reached over to his desk on his side of the bed, and fumbled a bit to get the rickety side-drawer open. He pulled out a small silvery bag, about the size of a tobacco bag. It had frayed fabric attached to it like it had been ripped out of something. He opened the zipper and pulled out a flash drive. Riri recognized it as one of Stark's own personal terabyte drives he had created almost on a whim. The other item was an odd teardrop yellow gem embedded into a small module. The entire thing was small, only a bit larger than a half-dollar piece.

Tony held up the flash-drive, "This has all my good-byes and last wishes on it. Fazli and Yinsen recorded theirs as well."

Riri looked startled, "Where was I for this?"

Tony shrugged, "Sleeping. You did a lot of that after the second operation if you remember."

Riri nodded, "Okay so what's with the other thing?"

Tony shook his head, "No, this flash drive is the most important thing. It _**cannot**_ fall into anyone's hands. You get it to Stark Industries and open it when you're with Pepper. Oh and maybe Jennifer Walters given how as she's probably the lawyer Pepper is going to rely on for all the hell to pay this drive is going to kick up."

Riri nodded at that. She'd met the short woman a few times. She had a no-nonsense air to her. Of course Riri figured she had to be on top of things given who her cousin was. Riri herself had to deal with a cousin who was in prison for running a chop shop in Baltimore. Yet that paled to what Jennifer Walters had to go through given her cousin had destroyed quite a bit of Harlem with his bare hands.

Tony looked thoughtful as he rotated the drive between his fingers. Riri almost sighed as recognized how similar to a scene using a coin in the movie Aliens. It amazed her how Tony could make reference to a film without even saying anything!

Finally Tony said, "Beyond all the personal and Stark Industry stuff, there is a file labeled _Genesis_ I want you to open in my personal lab. I've given instructions for Pepper to give you access. Once there, call up JARVIS and have him open the file. He'll brief you more fully on what to do next and how this little gem here relates. This is really critical stuff, Riri. If I don't make it, you need to ensure this gets done and nobody, not even SHIELD gets wind of it."

Riri watched as Tony put the two items back in the bag. She motioned to it, "What is that anyway?"

Tony smiled, "Oh something I created one day. It's a special pocket I have lined in most of my suits. The fabric will protect things like the flash-drive from magnetic energy, an EMP burst and the like. It also doesn't show up on things like airport scanners."

Riri nodded, "That's handy."

Tony put the little bag in the desk. Riri noticed that one of their racks they hung some of their equipment on kept the security camera from seeing what Tony had done. During their time in the cave, all of them had worked to find out what they could do to minimize what the watching guards could see.

Tony turned back to her and smiled, "So that's what I've been thinking about. A _**lot**_ is riding on that little bag. So now that's out of the way, how about another round of rumpy-bumpy?"

Riri pouted and she demurely put an index finger on her lips. "Well I don't know, Mr. Stark, I do have my reputation to think of," she said in a mock Southern Belle accent.

Tony just raised an eyebrow till both of them laughed before embracing and kissing each other almost violently. Soon their bodies were moving against each other much to the glee of the watching guards. None of which had noticed what Tony had pulled and returned from the drawer.

 **XxXxX**

 **LOCATION UNKNOWN, AFGANISTAN, THE NEXT DAY, 2014 – MIDDAY**

"We're not going to make it," Tony said in a surprisingly calm voice even though Riri suspected his ears were ringing from the explosion which had taken out the Ten Rings men at the door just as much as hers were.

"The suits powering up, Tony. We'll make it!" Riri said even as her heart fell. She had seen that look on Stark's face before. It was the same look he had when he had threatened Raza the night Dr. Fazli had been killed.

Tony shook his head, "No, when they made that video with me, I got a look at this complex and I know there are a lot of bad guys on their way. I need to buy us some time."

He quickly made his way over to the men who lay on the floor outside their cell. After a quick, "Aha!" he returned and jumped up on a box near her right armored leg. Tony then surprised her when he kissed her and then with a devilish grin said, "For luck!" before dashing out the door.

Soon enough she heard him yelling even more movie quotes along with gunfire.

Riri could only mutter, "Idiot nerd-boy!" as she mentally urged the power-up procedure to hurry up.

 **OoOoO**

Riri flipped up the facemask and cursed the tears which were beginning to form. "Tony! Stay with me! We need to stick to our action plan."

Tony chuckled and coughed up blood in doing so. He was lying on a pallet of rice obviously stolen from some U.N. relief convoy or maybe even a refugee camp. "Riri honey, this was always part of the plan."

Riri's eyes narrowed, "Bullshit! I'm getting you out of here! Besides Miss Potts will kill me if you die on me!"

Tony shook his head, "No! Listen to me Riri; you've _**got**_ to get that bag back to Stark Industries. JARVIS will help you do what needs to be done, what I've always knew was in the cards. You still have a potentially winning hand but it's time for me to cash in my chips."

Riri tried to move Tony's arms away from the wound in his gut but Tony grabbed her arm and winced in pain, "Riri! Fazli was right; I've got a lot to atone for and if you don't get back home, well all my death is going to accomplish is a incandescently awful drop in Stark Industry stock. Do this for me, Riri. Don't waste your life like I did. You still have time to change. I know you look up to me and my grandfather but the truth is all of us Starks suck at living. Don't be like us, Riri; don't waste your life like we did. Don't run from life and be a lab-rat, Riri…"

Tony began to hack up more blood and she could hear shouting coming from the mouth of the cave.

Stark obviously made a great effort to bite back the pain, "Get that gem to JARVIS Riri. If anything we did together meant anything, do this for me. Do it for yourself and…"

Tony began to cough some more. Riri leaned forward to get as close as she could, "And what? Tony? What?"

Tony rasped a bit before saying, "And go, be fab. Be Iron Man and kick ass…and may the Force be with you..."

And with that last nerd quote, the light went out of Anthony Stark's eyes forever.

Riri reached out and like with Dr. Fazli, closed her mentor and lover's eyes. Then with a growl she slammed down her faceplate and made her way to the mouth of the cave. To greet her was a group of Ten Rings fighters, a motley collection from all around the Middle East and Central Asia. The opened fire on her immediately.

While the noise from the impacts was painfully loud, Riri just stood there and took the hail of bullets without flinching. She wanted them to see she was invincible. Within moments the men facing her were out of ammo. Yet instead of quickly reloading, the men looked at the metal figure before them in confusion.

This proved their undoing as Riri snarled, "My turn" and cut loose with her arm mounted flame throwers. She had vowed to the memory of men who had died in that cave to help make the world a safer place and to do less harm. However Riri had no problems taking the lives of the men who had terrorized so many.

Soon she was walking among the camp directing jets of fire into the ammo and weapons piled high under camouflage nets. Many of these were weapons she herself had worked on. Many still in shipping crates clearly labeled as being from Stark Industries. It didn't matter to Riri; she burnt them all.

In fact she was so intent on destroying every weapon, she probably would have died when the bulk of the weapons exploded. Ironically a Ten Rings fighter opening up on her with a 12.7mm DShK heavy machine gun. Almost identical to the American .50 cal, the bullets were a definite threat compared to the mostly 7.62mm rounds which had earlier been shot at her.

The pain and noise of the impacts broke Riri out of her rage state. Her anger quickly turned to concern as she knew the heavier rounds were a very real danger. She knelt and fumbled with the activation switches on her boots. She prayed that Murphy's Law wasn't about to go into effect given how many things could go wrong with the flight system. Beyond her boot jets simply exploding, the next biggest danger was them failing to ignite together. She stood and murmured, "To infinity and beyond!" almost as a prayer.

Yet in an explosive burst, both jets correctly boosted her into the air. This boost was further compounded when the munitions began to explode. This cascaded into an enormous fireball which Riri was amazed she emerged from alive given the heat which penetrated the armor. She knew she would have at least 3rd to 2nd degree burns on her hands regardless of her protective gloves.

Those burns, however, were of secondary importance as Riri quickly took stock of her situation. Her knowledge of ballistics kicked in as she desperately tried to determine her airspeed. With no instruments, Riri was almost literally flying blind given how the protective lenses on her faceplate were smeared with soot from the explosion. She had little time to try and learn how to adjust her flight especially given how Stark himself had said without any sort of propulsion systems in her arms to help her keep her flight stable, all course adjustments using just her legs could result in simply going into a death spiral into the ground.

A death spiral Riri felt she was already in as she fought to keep from spinning out of control. The math was flashing in her mind's eye and she didn't like the results. She attempted to stop her roll with bringing one leg up but this caused her to jink badly to one side.

In seconds the G force of the spin was too much for her and she blacked out.

 **XxXxX**

 **20 KILOMETERS SOUTHEAST OF WOR MAMAY, PAKTIKA PROVINCE, AFGANISTAN, AUGUST 7** **th** **2014 – MIDDAY**

Afghanistan in war time held many sights. Some terrible, some uplifting, most simply of the mundane. Yet the dunes of Paktika province, almost on the Pakistan border had a sight rarely seen anywhere in the world.

Erik Lehnsherr, known to the major intelligence agencies as Magneto, hovered over the dunes searching. Luckily there was little of note among the dunes so he was able to send out pulses of magnetic force to search for that which brought him to Central Asia. Ironically it was a technique he had adapted from Sean Cassidy during their time together working with SHIELD. He doubted the Irish mutant would be thrilled to learn of this given Cassidy was one of Xavier's X-Men.

Magneto wasn't sure what he would find in this desolate part of the world. Emma Frost had only said she had been getting an odd reading from the region through Cerebra over the last month or so. While he despaired at Frost's name for their version of Xavier's adaptation of Hank McCoy's original concept, Emma had proven its worth time and again. It was a constant battle to reach a new mutant before the locals killed them, an intelligence agency got them or worse, Xavier's X-Men got to them first.

In truth Magneto never felt the X-Men were enemies. They were simply misguided as Charles was misguided. Of course the two hadn't seen each other since the Cuban Missile Incident. Both mutants had realized the scale of that event had caused too much light to be shed towards mutants. Almost as if they had planned it together, both men had retreated to the shadows and worked to further their own goals.

While Magneto had gone off and used the purloined gold of a HYDRA base he had destroyed to create his secret New Order, Xavier had retreated to his ancestral home in Westchester and created both his school and the X-Men.

True Magneto knew that Xavier was still somewhat tied to CIA but his spies had shown that this was mostly due to the Agency seeing Xavier and his X-Men as a potential weapon against the multinational SHIELD. He also knew from other spies that SHIELD's director, Nicholas Fury, kept Xavier and his school at a distance, presumably for plausible deniability reasons. Magneto himself thought it was because Fury was astute enough to realize that it was in his best interests, and that of SHIELD's, to downplay mutants existence. It helped that both the American and Soviet militaries had buried what had really happened that day in Cuba when Erik and Charles last faced each other.

If the broader world knew of the rise of a race which Magneto felt was destined to supplant them, well Erik had first hand experience in Germany in how humans dealt with those they hated or feared. No government or agency wanted to deal with the world-wide witch hunt that would happen if such news became wide spread. Of course the witches in question had powers of their own and would not go quietly.

Suddenly Magneto felt a pulse, almost a ping, of magnetic resonance coming toward him. Intrigued, he rose higher and was startled to see some form of what at first seemed to be a rocket but quickly resolved itself to be what looked like a flying suit of armor.

A suit of armor out of control and rapidly heading for a messy impact on the dunes.

Now even more intrigued, Magneto reached out with his considerable power and caught the armor to stabilize it. As it happened, seconds later the armor's boot jets sputtered and went out. He quickly canceled the armor's momentum and then gently lowered it onto a relatively flat outcropping of rock jetting up out of the sands.

Landing next to the armor, Magneto knelt and assessed what was before him. While crude, he was impressed at what he saw. Yet what really drew his attention was the glowing circle at the center of the armor's chest. It seemed to call to him if that was the right way to describe what he felt. He pulled out a small scanner which Henry Wyndham had developed to assist in his evolutionary experiments. Amazingly the energy signature seemed to mimic the energy signature of a mutant.

Even more surprising is the scanner told him the energy was similar in nature to the Stark ARC reactor operating at their main plant in Pasadena. Magneto wondered if Frost had ever mentioned that the plant gave off any sort of reading which Cerebra could detect. Had she seen this effect before, checked the location and realize it wasn't a biological effect?

Magneto carefully used his powers to remove the helmet and was met with another surprise. He recognized the young woman under the iron mask. He had had his eye on Riri Williams for a long time. Was she a genius in the class of Tony Stark or Reed Richards or was her intelligence boosted by mutation like his own Alec Thorne's mind was?

He knew that Ms. Williams had disappeared along with Stark. It was apparent that the young woman had somehow created this amazing, if crude, armor and escaped. Magneto stood and pulled out a communicator (another invention of Thorne's) and selected a specific number. After five minutes, the communicator beeped.

"Can you talk Unus?" Magneto asked.

"Yes, I told them I was going to get some coffee; what's up boss?" replied Angelo Unuscione, better known among some circles as Unus the Untouchable. Many people in those same circles would be shocked if they discovered the man was currently embedded as a contractor at CENTCOM forward headquarters in Doha in Qatar. Magneto had many such spies throughout the world.

"Good! I've made a rather interesting discovery in south Afghanistan. Has anything odd been tracked from there?" Magneto asked.

"Huh, we were just looking at that. Got a thermal bloom at a mountain location thought to be a Ten Rings base and then a ballistics track. People were freaking out for a minute, let me tell you! But the track went off the screens pretty quickly, " Unus replied.

"Yes I'm in the area now. Are any assets being sent to investigate?" Magneto asked as he knelt back down to assess the young woman's condition. It was apparent she was merely unconscious, probably from the G sheer and would probably wake soon.

Unus hesitated, "I'm not sure but it sounded like it when I left. You want me to push for one if they haven't?"

"Yes, there is a rather interesting twist on the damsel in distress for them to find. One that I think still needs to be out in the open rather taken off the board as it were," Magneto replied.

"You got it boss; I'll get right on it. Oh and I got a sniff that Romanoff might be investigating that Russian camp we think might be holding some mutants or at least dodgy genetic experiments. I've got my feelers out but your SHIELD contacts might know more," Unus said.

Magneto smiled, "Good! Let the Black Widow do the leg work for us. I will pass this rumor on. Hopefully it will turn out to be true. It is always a pleasure when SHIELD can do our job for us. Magneto out."

Magneto turned off and stowed the communicator. He then used his powers to move the iron-clad woman onto the dunes and began to methodically work to make it appear as if she had survived a crash.

After this was done to his satisfaction, he again rose into the air and quickly moved away from the 'crash' site. Focusing his power in a way he rarely used due to a lack of control, Magneto sent a jolt of electro-magnetic energy towards the young woman. Just enough to wake her. She wouldn't last in the sun for long. However awake, she'd easily survive till rescue.

Magneto rose higher and flew away faster on the currents of energy his mutant powers generated. He would stick around long enough to generate some localized pulses which get the attention of the search helicopters he knew Unus would ensure were on their way. Given how close they were to the Camp Sharana, the American base in the area, he knew he wouldn't have to wait for long.

Contrary to the perception that Erik knew many intelligence agencies had of Magneto, he had nothing against Homo Sapiens in general. They would serve their purpose in the coming New Order. Besides, someone like Riri Williams was to be cherished. While it might turn out she was indeed a mutant, it made no difference in the end. She was a brilliant intellect regardless of the why. Sadly too many of his own followers were special only in their mutation. Many, Erik would cheerfully eliminate if he could somehow transfer their mutation to someone more worthy of the genetic gift they often squandered before they became part of his New Order.

So Magneto kept up a passive pulse of electro-magnetic energy to detect the on-coming rescue choppers and wondered what might be in store for the young genius in the future. Destiny had said that change was coming and Erik knew that Irene Adler's power of precognition were rarely wrong. Erik looked down at the woman who was beginning to stir. Destiny had made a passing reference to someone with an iron heart in a few of her prophetic states. Magneto couldn't help but think he was seeing the fruit of that prophecy beginning to wake on the dune below.

 **XxXxX**

 **A/N** : Well I'm sure that ended differently than most of you expected. Given how I'm not bound by trademarks, besides having the Iron Man movie play out with Riri instead of Tony, we'll also see a lot more of the expanded Marvel Universe interacting with elements of the movie. Oh, and Tony Stark may be dead but he's not out of the picture yet!

 **Dramatis Personae –** For those who don't know their comics well enough to catch every character reference.

Howard & Maria Stark: Pretty much as in movie canon except to make the timeline work, they are Tony's grandparents.

Morgan & Katherine Stark: In canon, Morgan stark is Howard Stark's nephew via his brother Edward Stark. In this fic, he's Tony's dad. If I go with anything from _**CPT-A: Civil War**_ , it would have been him killed by the Winter Soldier…but I'm probably not going to do that.

Agent Peggy Carter: Pretty much exactly the same character seen in the movies and the TV series.

Edwin Jarvis: Howard Stark's butler and frequent ally to Agent Carter. We'll learn a lot more about the relationship between Jarvis and JARVIS in later chapters.

Jennifer Walters: Cousin to Bruce Banner and later becomes the She-Hulk in the comics. And yes, she is canonically a lawyer!

Erik Lehnsherr/Magneto: Jewish child whose mutation is triggered in a concentration camp and later augmented by the experimentations of Klaus Schmidt. Would later be contacted by Charles Xavier and would work with CIA. However, I'll be fiddling with the events shown in _**X-Men: First Class**_ significantly so don't take that movie as canon as many elements will be drastically changed.

Emma Frost: Telepath and former associate of Klaus Schmidt. Now works in Magneto's New Order and she mirrors Charles Xavier's role as mutant finder and school headmistress.

Charles Xavier: Telepath and leader of the X-Men. As mentioned above, going with the movie version of working with the CIA even though canonically Charles had ties to the FBI. 

Sean Cassidy: Irish mutant who generates sonic energy. Even though as an X-Man, Sean worked was technically under CIA authority, he would later become a SHIELD agent. After retiring as an active agent, he began working as a surrogate father and care-giver for young, at risk mutants at a facility run by his wife, Moira MacTaggert-Cassidy in Scotland.

Moira MacTaggert-Cassidy: While not mentioned yet, I'm going with the comic Moira and not the CIA version as seen in _**X-Men: First Class**_ movie.

Henry Wyndham: In comics, he is the High Evolutionary with a weird back-story. Here I've adapted him to be a mostly normal evolutionary scientist. Technically he is a mutate as his enhanced intelligence comes artificially. His canonical base in Wundagore mountain is the New Order's main base. While he will have uplift experiments, instead of his New Men, Wyndham will be mostly working on mutates of the like Magneto had in the Savage Land.

Alec Thorne: In canon, part of Gamma Flight the initial training group of the Canadian super-team Alpha Flight. Had a TERRIBLE codename as "Smart Alec" given his mutation boosted his intelligence. He is sort of the Forge equivalent for Magneto.

Angelo Unuscione/Unus the Untouchable: In canon, part of Magneto's original Brotherhood of Evil Mutants. Has the power to create a defensive shield. Works as a spy in CENTCOM forward headquarters in Qatar under the cover of a contracted intelligence analyst.

Irene Adler/Destiny: An elderly mutant with the power of precognition. Long time mentor and friend of Raven Darkhölme and part of the original second iteration of the Brotherhood of Evil Mutants.

Raven Darkhölme/Mystique: Forget what you know about her. The movie really screws this character up. When you first see her, it's pretty obvious she's a little older than Charles but then magically ends up younger and by the end of the film has seemingly regressed to a teenager relative to Charles. However will mostly go with the movie version of her leaving with Magneto. She because his main infiltrator and spy given her metamorphic abilities.

Agent Natasha Romanoff/Black Widow: Going to fiddle with this character to help tie her to the Red Room Academy seen in the Agent Carter series. There is a lot more going on with her than it seems. However unless I do the Avenger follow-up, probably won't see much of her. Plus, if I do the Iron Man 2 type version, her part as covert agent inserted at Stark Industries will be taken by Sharon Carter. Also, any Banner/Romanoff shippers out there, well just no; it's not going to happen.


	4. Fallout

**DISCLAIMER THE FIRST** : " _Has he lost his mind? - Can he write or is he blind? - Is it conceit or is it gall; That Marvel and Paramount owns it all? - Or if he's sued that will he fall? - Is he alive or is he dead? - Has he trademarked thoughts in his head? - We'll just leave this here: No money was made; So he's in the clear!_ "

 **PITHY STATEMENT RELATING TO THIS CHAPTER** : " _In nature there are neither rewards nor punishments; there are consequences._ " **– Roger G. Ingersoll** – American lawyer, a Civil War veteran, political leader, and orator during the Golden Age of Free Thought, noted for his broad range of culture and his defense of agnosticism. He was nicknamed "The Great Agnostic".– 1833-1899

 **LAST UPDATED ON** : 09-07-2014

 **XxXxX**

 **Story Note** : As spotted by a guest reviewer, yes I am messing up the canonical Marvel cinematic timeline a bit. For the purposes of this fic, the events in the Hulk movies predate Iron Man. One of the reasons is I like how in the Marvel Ultimate Universe, so much of the spawning of super types is because of different attempts to recreate the Super-Soldier serum. So any part of the Hulk films regarding Banner's father is gone. Bruce was working as a contractor for SHIELD and it was accident when working with gamma rays to simulate the "Vita-Rays" (originally used in conjunction with the Super-Serum on CPT A) which ended up creating the Hulk. Pretty much, for this fic, if it happened in the Ed Norton film, it probably happened. If it happened in the Eric Bana film, it didn't.

 **XxXxX**

 **CHAPTER FOUR – FALLOUT**

 **XxXxX**

 **20 KILOMETERS SOUTHEAST OF WOR MAMAY, PAKTIKA PROVINCE, AFGANISTAN, AUGUST 7** **th** **2014 – AFTERNOON**

Riri stumbled as she made her way down a dune as she angled towards what looked like a river valley. While the nearby foothills might provide shade and shelter, going there would bring her closer to the Ten Rings base. So while she wasn't happy with travelling in the sun, she knew she had to put some distance between where she landed and her one-time captors.

For the millionth time since waking up in the cave, Riri cursed that Tony had never created some sort of sub-dermal beacon which would have told Colonel Rhodes where they had been taken. That sort of beacon would come in handy now given it was a race between being found by the Ten Rings, being found by unfriendly locals, being rescued or dying of her injuries and the heat pouring down on her from the scorching sun above.

While she had a bit of the inner lining of the Iron Man armor to use to cover her head, she was practically naked in cargo shorts and t-shirt she'd long ago ripped into a tank-top when working around the hot forge in the cave. So not only was a great deal of her skin exposed, some already burned to begin with, she had no water.

Indeed except for her make-shift sun shield, about the only thing she had was the small bag Tony had made her promise to get to Stark Industries. Given his worry, she had that stowed in her panties in case she was searched. If necessary, she had a plan for hiding the items further if drastic measure were needed.

As she doggedly made her way towards what she hoped was water and civilization, Riri couldn't help but be suspicious of what had happened to her. She had been in a death spiral before she blacked out. While the Iron Man suit lacked instruments, Riri knew she was going fast enough that she shouldn't have survived plowing into a dune no matter how soft or powdery.

Then there was the suit itself. The just wasn't any applicable impact damage. It was possible that she somehow had managed a landing and then had tried to take off the armor before passing out but that seemed impossible. The evidence pointed to a soft landing somehow and then her armor removed to make it look like she crashed. There were too many catches, latches and the like which weren't damaged like they should have been if ripped apart during an impact. Most people might not have noticed the lack of signs of a crash but Riri Williams was not most people.

So how had she survived and who or what was behind her survival? There wasn't much in the way of clues. About the only thing she had noticed prior to leaving the area was that the sand in the area seemed to have been magically brushed smooth. There certainly wasn't what you'd expect from an impact. It was almost like someone had somehow fiddled with the sand to erase their tracks.

Riri had done a spiral away from the impact zone for quite awhile but there were no tracks to be found. Just a general circle where the sand had been somehow smoothed. Outside that circle, the sand was much more asymmetrical. Riri for the life of her couldn't figure out what could have done such a thing.

But finally her curiosity gave way to the realities of her position relative to a rock and a hard place set in. So while she still tried to run various scenarios, she tried to keep focused on where she was going. Twice already she'd almost gotten sidetracked down a wadi into going the wrong way twice.

She was so focused in fact that she was surprised when two MH-60G Pave Hawk combat, search & rescue choppers flew over her followed by two Apache gunships. She was so startled she almost fell down the dune she was traversing. However she quickly got it together and began to wave at the retreating helicopters.

She sank to her knees in relief when all of the airships turned around. The gunships did a sweep while the two CSAR choppers hovered briefly before one of them finally landed on a relatively flat bit of ground to her right. Riri found she was suddenly so exhausted, physically and emotionally to do anything but watch as USAF personnel jumped out to secure the area even as the two Army gunships circled menacingly overhead.

In short order Riri was surprised to see that she recognized the leader of the team who ran up the dune to where she knelt in the sand.

It also didn't surprise her that Colonel Rhodes scowled at her, "Where's Tony?"

Even in her exhausted state, Riri was able to give the man a look which screamed, "Oh really?" before shaking her head, "Well he's not hiding in the Funvee, that's for sure."

The Colonel scowled even harder as he motioned the waiting medics who had to physically help Riri onto their stretcher. The water they gave her was the sweeter than anything she could ever remember tasting. As they secured her in the helicopter, Colonel Rhodes continued to hover and glare at her.

Finally she couldn't take it anymore. She motioned for him to come closer, "Look Colonel, I'm sorry but Tony's dead so I'd appreciate it if you'd cut with the death glare. He died saving my life even though I thought we were supposed to escape together. And he wasn't the only one who died. The Ten Rings have a lot to answer for."

Colonel Rhodes' face darkened but finally gave a curt nod, "Oh they're going to pay if I have anything to do with it." He turned when one of his men yelled at him from the cockpit but Riri couldn't hear what he was saying over the noise of the rotors speeding up to take-off speed.

Rhodes just nodded and gave a thumbs-up before turning back to Riri, "You rest Ms. Williams. We're going to fast track you out of here!"

For some reason Riri didn't like the sound of that.

 **XxXxX**

 **CENTCOM FORWARD HQ, DOHA, QATAR, AUGUST 8** **th** **2014 – EVENING**

"Look, I fully appreciate the need for debriefing and all that. I've gone through the whole song and dance of the security faeries back at Stark Industries. I'm not some noob here. But I'm also an American and I want to see a lawyer and I want to see one before I say another fucking word, you hear?" Riri snarled as the man on the other side of a plain, government desk.

While the shower, new clothes and food (to say nothing of the IV which had pumped much needed water into her) she felt that she was being jerked around from the moment they pulled her stretcher off the CSAR chopper. Colonel Rhodes had seemed happy enough to fob her off to the medical people who seemed to her to do the barest minimum before they in turned fob her off on the faceless security types who had hustled her onto a C-5 and out of Afghanistan.

The only good thing going for her was she had managed to stash the flash drive and jewel module in away which so far had escaped detection. Stark may have made fun of her full afro but she was sure he would be surprised to find it now hid the flash drive. While the security drones might have well have been robots, one of the medics back in Afghanistan had pressed a bag into her hand before she was taken to Kabul for the flight out. It turned out to be a care-package which included some hair products and best for her, an afro pick. Her jailors might have felt her vain in that she took so much time getting her hair back to its former glory. Little did they know what her hair hid!

Where the jewel monitor was hidden was less obvious but more easily discovered if they gave her a cavity search. However so far she hadn't been searched. But she wasn't going to hold her breath on that potentially lasting given the man in front of her. She wondered if he had watched the Matrix too many times; she half expected to be referred to as 'Ms. Anderson' at any moment. He'd been blunt to the point of rudeness and other than the 'Michaels' listed on his black BDUs which had no other identifying patches, she knew nothing of the man other that she was coming to really want to punch him in the face.

As much as people had pushed Riri for details, she had flat out refused to discuss how she got out of the Ten Rings base or the ARC reactor in her chest. She simply kept repeating that until she could talk to someone at Stark Industries, her non-disclosure contract kept her from talking. Whether that was actually true or not in this case, Riri didn't care. It was her excuse and she was sticking to it.

However before Michaels could reply, the door to the interrogation room opened and a middle-aged man already starting to lose his hair in a smart suit came in with a briefcase. With a casual air of someone used to having people obey him, he turned to Michaels, "Agent Michaels that will be all."

The man looked like he was going to argue before simply nodding with a curt, "Yes sir!" before he quickly left the room.

The other man set his briefcase on the table and hummed to himself while he rummaged around in it for some papers. He then closed it and leaned over with an outstretched hand, "Ms. Williams? I'm Agent Coulson of SHIELD and I'm here to get you out of here. However there are some things we'd like to confirm before that happens."

"Don't care. Sorry Agent Coulson but right now I want to see a lawyer before I accidentally say something which gets me disappeared. I'm sorry but since I'm the last person to see Tony Stark alive, I'm thinking it might be in certain interests to see that my story never reach the light of day," Riri said firmly as she shook the man's hand.

Agent Coulson looked faintly surprised and a bit impressed, "Ah yes, well that is probably true. However SHIELD isn't one of those groups. I've been directed to facilitate you back to the States. From earlier comments, I see you wish to go to Pasadena instead of back to MIT?"

Riri nodded, "Yes; I have some messages for Ms. Pepper Potts."

Coulson looked serene but quickly countered with, "We could easily arrange for Ms. Potts to meet you in Massachusetts."

Riri shook her head mindful of the flash drive hidden in her hair which suddenly felt like it had gotten hot and heavier. "No, I know with Tony's death, Ms. Potts will be needed in Pasadena just as Mr. Stane is probably already in New York. Better I go to her."

Coulson looked like he was mulling that over before he shrugged, "It's doable. But first, I realize you want a lawyer but SHIELD would like to get your impressions of the Ten Rings base, their personnel, and most of all their leader. The initial report states you never saw their overall leader, correct?"

Riri shook her head, "No, our jailor Bakar mentioned the Mandarin once or twice but that's it. I never did get an answer from Tony or the others why an Islamic group is run by someone called the Mandarin. All I saw was his lieutenant Raza who hopefully is dead back in that cave. Sadly I was on the clock and couldn't check."

Coulson chuckled, "Yes well the Ten Rings may play at being an Islamic jihadist type organization but that is but a cover. In truth the Ten Rings is an organization of the likes we haven't seen since World War II and the Cold War. They are an organization bent on domination and they have many different faces. The one which captured you is but one face. Sometimes in our business it's hard to sort out who is in charge of who and what the real mastermind is."

"Great…a real life COBRA; Tony would have loved that," Riri muttered.

Coulson chuckled again, "Yes but with a lot less ninjas. Now Ms. Williams, I'm to take you out of here within the hour. I'd like to provide you with a special SHIELD laptop. It's designed for agents coming back from a mission so it will work you through your experience. Seeing them first hand, I'm sure you can understand how anything we can get from you to help shut them down is desperately needed. The fact that Anthony Stark died during this is on the tactical front of little concern to SHIELD. Strategically his death is a huge blow but right now we're more concerned with taking down his killers. You can help."

Riri thought about it and what she knew of SHIELD. Given her associate with Stark Industries and their connection with SHIELD, Riri realized she was probably in better hands than if she she'd be if she was in CIA, FBI hands. SHIELD's mandate, from what she'd seen, really wasn't domestically orientated.

So she shrugged, "Okay I'll play nice but I still refuse to release certain information until I get the go ahead from Stark Industries. I didn't get away from terrorists just to get tossed in jail for violating a contract. And speaking of prison, am I a prisoner or what? I've been denied any sort of access to…well everything. At the very least being able to call my folks and tell them that I'm not dead would be nice."

Coulson nodded, "No you're not a prisoner and I apologize for your prior treatment. Sometimes agents out in the field get wild ideas of what their jobs should be. As for the rest, how you got out isn't important as any tactical info you can give us. We can afford to wait till Stark HQ gives you better directions."

Riri nodded but didn't say anything.

Coulson patted the file in front of him, "Right now you're only a person of interest to SHIELD. Hopefully a status which will end after your debriefing. Although I'm sure Director Fury hopes you continue your work. With Tony Stark gone, I'm sure your brilliance will be in great demand given how both SHIELD and the DoD depend a lot on Stark Industries."

Riri couldn't help but smile enigmatically at that. SHIELD and the DoD were probably in for a big shock. She didn't know what was on Stark's flash drive but she'd had plenty of discussions with him while they had worked feverishly on the Iron Man armor. She was relatively certain that Stark Industries days of being ironmongers as Tony had said Stane bragged about being were numbered.

 **XxXxX**

 **LOS ANGELOS INTERNATIONAL AIRPORT, CALIFORNIA, AUGUST 9** **th** **2014 – MID-MORNING**

Riri inwardly cringed before the ramp of the C-17 was even on the ground. The look on Pepper Potts's face was something she had been dreading the entire trip from Dover Air Force Base. Even after the six hour flight, she still didn't know what she was supposed to say to the woman. For all Tony's flirtations, it was generally held throughout Stark Industries that both Tony and Pepper held torches for each other but had never acted on their feelings.

If true, she could only wonder at how Pepper saw her; the woman who got out alive while the man Pepper loved had died. At least Pepper looked crushed and not angry. Riri really didn't want to deal with that. She'd already gotten a bit of that from Colonel Rhodes and the non-SHIELD interrogators. Only Agent Coulson had seemed to not care that she was the one who made it out rather than Stark.

Her attendant began to roll her down the ramp. While her hands had not been as burnt as badly as she had worried, her legs actually ended up being in bad shape given the heat from the booster jets. This had been compounded by her walking on them through the desert. She'd be mostly confined to a wheelchair for a week or so. It had hurt to find her attendant's name was Manning just like her one time USAF driver who was presumably in a shallow, unmarked grave back in Afghanistan.

Finally the moment she'd been dread arrived as Manning stopped in front of Pepper. Riri recognized Tony's driver and long time friend Happy Hogan as well as Jennifer Walters but the rest were presumably HQ personnel she'd never met while at Stark's Boston lab. While Riri had met Pepper in passing quite a few times, she wouldn't dare say she knew the woman.

Amazingly to Riri, Pepper suddenly reached down and hugged Riri tightly as she whispered, "Thank you for making it back. Not knowing what had happened was killing me."

Riri simply hugged the woman back, daring not to jinx the moment. However she felt she owed it to Tony to crack a joke when Pepper straightened out, "Well Tony said you'd kill him for dying; I hope that also doesn't apply to me for not bringing him home. Lord knows I tried but he had to get all heroic there at the end."

Pepper gave a bark of a laugh which was almost a sob, "Yes well he grew up listening about Captain America his whole life; I guess in the end I shouldn't be surprised he gave his life so others would live."

Riri reached out and took Pepper's hand and spoke soft enough that only the red-head could hear her, "Well I'm sorry that like Captain America, he left a woman who loved him behind. All I can say is it hurt him. I don't really he think he gave much thought to his own death but more the pain it would cause people like you, Mr. Hogan and Peggy Carter."

Pepper hand went to her face as a sob broke out which quickly worsened. Happy leapt in and hugged her, patting her on the back as the woman broke down against his chest. Riri could only watch and be thankful that except for a Stark Industries photographer, the press had been kept away. Even now everyone except Jennifer Walters made a hasty retreat to give Pepper some privacy. Riri could almost feel the embarrassment radiating from Manning behind her.

Jennifer Walters picked up on it as well. She motioned to Riri, "Ms. Williams, why don't we get out of the sun. I dare say you've had your fill of that. I have a special van waiting if you'd wish to lie down and get out of that chair if the flight was too taxing on you."

Riri was about to say she was fine when she realized she was tired of sitting and her legs and back did hurt. She also had visited the area enough to know that with LA traffic being what it was; it might be awhile till they got to Stark HQ, "Thank you, Ms. Walters; that would be lovely."

As Manning began to push her chair to follow Ms. Walters, Riri took one last look at where Happy was helping the still weeping Pepper into a company limo. Riri could only hope that there would be something on the flash drive she had kept secret would give the woman some peace from her grief.

 **OoOoO**

Riri had to hand it to Pepper; she was a consummate professional. The woman that strode purposely into her office without a hair or bit of make-up out of place was a far cry from the woman Riri had seen sobbing hysterically only two hours before. It really brought home how much of Stark Industries direction and success had come from this woman. While Obadiah Stane had certainly helmed the company for decades, it was becoming obvious to Riri he was involved in long term things along with being the public face of Stark Industries given Tony's unreliability. So it had obviously fallen to Pepper Potts, who mostly viewed as merely Tony Stark's personal assistant, who was the person that the day-to-day operations of much of Stark Industries fell to.

Pepper sat down without looking at the other two women. She sat perfectly motionless for a moment before taking a deep breath before looking up, "So, what do we got?"

Walters looked to Riri who brought out the flash drive, "Tony made me promise to bring this to you and only you except he expect Ms. Walters to be allowed to see it. All I know is Tony left some instructions, a few video messages along with those from Dr. Fazli and Professor Yinsen before they died. I'm sure you'll see about getting to the right people. Beyond that I don't know what's on here. I do know that you're supposed to set me up with access to his lab as I've got something he wanted me to do with JARVIS."

Pepper took the flash drive with a nod, "Well beyond any secrets, Tony probably didn't want anyone to try to access this given how many of our drives like this are design to wipe if a certain level of hacking is involved. So far we've never had any organization get past it. The better they get at hacking it, the higher the chance the drive self-destructs."

Riri's face lit up in understanding, "So if I tried to hack it, no problems as I'm not a computer nerd but if some hotshot SHIELD techie tried it..."

"Poof!" Pepper confirmed. "A bit of how it works is we have special dedicated USB ports which I'm sure you've noticed in your work at our Boston facility. I'm better Tony was worried the drive would be destroyed unintentionally before you got here."

Riri scowled, "Well before Agent Coulson came, that was damn likely if they had known I had the drive."

Pepper smiled, "Yes well Phil is a good guy. I've worked with him a bit before and he was the main SHIELD liaison keeping us in the loop while you and Tony were missing."

Riri rolled her eyes, "He certainly was a leg up from the Agent Smith wannabe. Do they go to some special spy school that turns them into faceless assholes?"

Pepper frowned at that but Walters broke out laughing, "I've wondered the same thing. I can't tell you how many times I've had to repeat the phrases 'No I don't know where Bruce is; no I haven't been in contact with him and no I have no idea where he might be.' I might as well get flash cards made up."

"Well let's see what we got here," Pepper said as she inserted the drive and started to peruse its contents. She hummed a bit to herself while the other two women waited patiently. Finally Pepper shook her head ruefully, "Wow there is a lot of stuff on here. Did Tony ever sleep?"

Riri shrugged, "Well I did sleep a lot due to my injuries so I can't say. But yeah, it wouldn't surprise me if he only slept two to four hours at the end. He was a machine."

Walters nodded, "Sounds like Tony. He didn't even need the typical nerd juice of choice or stimulants. He just worked till he dropped and it took a _long_ time for that to happen. I had to have him sign some stuff right once and then had to come back a few days later to find he had worked through the entire time."

Pepper muttered something like which sounded suspiciously to Riri like, "stupid idiot" under breath before brightening, "Aha! A lot of these files look like his last thoughts on various projects and other Stark Industry things. I found the video files; Jen, one is labeled New Stark Will. Will that be legal?"

Walters nodded, "A valid will is actually easy to make if you know what you're doing and Tony does. Did you sign anything, Ms. Williams?"

Riri shook her head, "No but for the most part Tony had access to two other people who could have been a witness."

Walters nodded again, "Given how you were the most likely candidate to get out of there, chances are Tony didn't want you to sign. While still legal, it's always better to have someone not in anyway connected to a will be witnesses."

"Well I'm pretty sure I've found the summary we need to see. Tony seems to have made a few depending on who might see it. I'm going to go the one tagged for the three of us."

"Tony did say that was who he expected to see what he wanted, so yeah, fire it up," Riri said.

"Give me a moment," Pepper type a bit before the projector on one of the bookshelves to the right of Peppers desk hummed to life. All three women turned to the blank area on the opposite wall. Within moments the video started. Riri cringed at seeing Tony. At the time, how bad he looked had gotten to be normal. Seeing it now after being back in civilization broke back how bad it had been.

Pepper obviously felt the same way, "Oh my god!" she said sounding sick.

"Whoa! I've read the summary brief but wow, this really brings it home!" Walters said in agreement.

The video started.

" _Pepper, Jen, Riri, hopefully you are indeed the ones watching this. For speed's sake I'm not going to be coy or do anything with code. Either the drive's security worked or I'm screwed. So on that note, let's just get with it._

 _Pepper…I'm sorry. I'm sorry for so many things but the most I'm sorry I was a Stark and was scared of real life. I don't know how good of a man I could have been for you but I_ _ **know**_ _you were always more of a woman a man like me could possibly deserve. To try to sum everything up…well how about let's go with 'As you wish' and call it good, okay?"_

"Oh Tony!" Pepper said as tears began to stream down her face. Riri was tearing up as well. Only Tony Stark could tell the woman of his dreams how much he loved her in an oblique movie quote.

It was obvious to Riri that Stark was no novice when it came to video conferencing given how he seemed to pause almost the perfect amount of time before resuming.

" _Jen…hoo-boy am I leaving you a mess. I've done what I can with the documentations and I'm pretty sure my new will is pretty full proof. However I know the Board and…well I know Obi too. I need you to be strong and get this done for me. I took a bit of a risk bringing you on board so high up so early but I never regretted my decision and I'm confident that in this last bit of legal wrangling you'll get it done like you've always done. People might think your cousin is tough but that's because they haven't see you in action."_

"Damn straight!" Walters said in a voice choked with emotion.

In the video Stark suddenly looked unsure of himself and looked off camera for a moment. Riri realized from the angle he probably was looking at her while she slept.

" _Now for the moment I've been dreading. Where I drop some bombs on all of you; you most of all Riri. In two days Project Iron Man goes active and it's going to change the world. Or I guess since you're watching this, that change has already happened. Riri, Fazli was right and wrong. He was right that we both added to the sum total of death in this world. I accept that. Yet Yinsen was also right in his own philosophy. Pacifism can only take us too far and as a doctor, Fazli should have known sometimes you have to cut away the bad to save the good._

 _Project Iron Man is a step towards that. Yes, it obviously could be weaponized. Hell_ _ **we**_ _weaponized_ _it but that had to happen. Now that you're safe, we cannot allow the Iron Man concept to become the new weapon of choice. I love me some Heinlein as much as the next nerd but dear old Earth isn't ready for Mobile Infantry just yet. That and all of the repulsor based weaponry needs to go. They're too powerful and it's just going to start an arms race that leads nowhere but more pain and misery. I do_ _ **not**_ _want that to be my legacy."_

 _So to that end, in my will and in the various documents and videos I've left behind, this is what is what I want to happen. First off Riri, you were right about your vow. Getting in bed with bed with me was the worst thing you could have done."_

"You slept with Tony? Wait…why am I surprised at this?" Pepper said angrily.

Riri looked at Pepper with a scowl, "It was nothing remotely like what you are thinking. Until you get taken hostage by terrorists and forced to work in unspeakable conditions for a month…well you have no concept of what we went through."

Again Stark seemed to have accurately gauged the reaction to his words.

" _Pepper, you're probably given Riri the business but don't. We were a man and woman in a horrible environment and we did what a man and woman tend to do in that type of situation to stay sane. The problem is for me, that wasn't all there was to it."_

Stark paused again while looking down at the laptop's keyboard in front of him. Looking up, he looked embarrassed and sad.

" _There is no way to sugar-coat this. What we did was great but for me there was a secondary purpose. One which I have confirmed about 10 minutes ago. Congratulations Riri, unless something has changed, you're going to be a mother."_

" _ **WHAT?!**_ " all three women exclaimed together.

" _I predicted some fluctuations in the ARC reactor's output if you were pregnant and if my math is right, and it always is, you are going to be the bearer of the Stark heir. I didn't do this out of ego. I didn't do this out of some idea that noble Stark legacy had to go on. No, I did it to help make the world a better place. So while I know you're probably read to burn me in effigy, hear me out. And hang on, Pepper and Jen; it's going to get wild._

Tony held up a hand and began to tick off points on his fingers.

" _First off, I've made you Riri Williams my heir. That means once things get probated, you are Stark Industries. Congratulations even though I know what a Sisyphean problem I've just saddled you with._

 _Second, I know that Obi and the board are going to go nuts when this gets out. They'll say I wasn't sane when I made my will. They'll contest you getting anything. And they'll do this all the more because of item number three._

 _Three being I have left detailed instructions as to how I want Stark Industries to be restructured. Pepper, we're going to phase out pretty much anything that can kill people. We'll obviously honor our current contracts but that's it. However any of our defensive stuff, we'll keep on trucking with that. Some of that tech saved both of us when the Ten Rings ambushed us._

 _Now your status as pregnant relates to item the second, Riri. While I was over 18 when my parents died, having Obadiah be the regent till I got more experience was seen by everyone as the way to go. The problem is he's an old school iron-monger; something he's quite proud of. He is not going to be happy with this so while he's been great, right now he's not the one to help change the direction off the company. That's what I need you for, Riri. You and Pepper. Being the mother of my child will help. I know there is all sorts of legal wrangling that's going to go on for a long, long time, but I'm betting that regardless of what happens, I_ _ **do**_ _know that in the end, our child will inherit Stark Industries._

 _So getting you pregnant wasn't ego on my part. Yes, yes, I know but I had to grow up someday. While I am glad that a part of my family will continue, sadly the child is just another part of the plan to get Stark Industry out of the war business._

Tony looked away from the camera momentarily. All three women just stared speechless at what they'd just heard. Tony looked back and Riri saw the same steel in his expression he had had right after he'd kissed her good-bye and charging out of the room, gun blazing.

" _I freely admit that I've been manipulative to Riri, to our unborn child. And in truth if she decides to not keep the child, I understand. But when Fahim got shot, I realized that it wasn't about me, not my reputation or my family's. It was about how Stark Industries. If I didn't do everything I could, my company would continue to churn out killing machines. So decided it was time to get all royal. I couldn't afford to act like man but to make decisions as a king in order to do what's best for the all concerned. As a man I'm shattered that even after death, I'm continuing to make the lives of a lot of people I care about worse. But Riri, think of Fahim and his family; remember what he said and how he died. I think that is enough to see how I decided to do what I felt had to be done. I only hope you agree and have the strength to see things done. I am asking so very much of you and I'm sorry._

Riri felt as if she was suddenly channeling Pepper from early as the tears kicked in again, "Oh Tony!"

" _So there you go, my Angels."_ All three women snorted almost in unison at that comment. " _In closing, I know I've dump a lot on you but I'm not just going ring down the curtain and join the choir invisible and leave you hanging. I may be a late billionaire but I'm trying to do better. So Pepper, I need Riri to have full access to my private lab. The sooner the better. If I haven't totally pissed off the Karma Army, JARVIS and Riri will be able to do something that will make things a bit easier. But it's all got to be done on the down and low. This is a part of a long time project I've been working on solo to the point where right now, JARVIS is the only one who knows the whole scope. So if Riri goes down to the lab and there is a security lock-out, well there is a reason for it. Just keep calm and don't panic and all that happy hitchhiker stuff."_

Tony's face suddenly lit up with a smile and for a moment looked like the old Partyman Stark all three women were familiar with.

" _If all goes well then this will be my best work_ _ **and**_ _prank yet because while by now I may be stiff and bereft of life, I'm not ready to go on the cart quite yet!"_

With that Tony reached up with two fingers and kissed them toward the camera, " _Peace out,_ " before hitting the key which ended the video.

For almost a minute all three women stared at the now blank wall.

Finally Riri said, "So...I'm fucking pregnant now? And going to be head of Stark Industries?"

Pepper seemed lost in her own world, "My god…this is going to change everything. People are going to go insane over this!"

Walters simply made a face, "Peace out? Peace out? Are you sure that wasn't a Stark life-model decoy?

The two other women looked at the lawyer.

Walters just made a face, "What? Am I the only one here whose creeped out by this? How can you not be creeped out by that? Riri said his dying words was a Star Wars quote for God's sake! Peace out? I mean really!"

Riri and Pepper looked at each other and suddenly began laughing hysterically. Walters quickly joined in. As they laughed and laughed (with Pepper actually slipping out of her chair) Riri couldn't help but think of an old Piranhas song one of her tutors had on a mix CD of British pop she liked to play while they worked on advanced math problems together, " _You have to laugh, or else you cry._ "

As Riri continue to laugh at the insanity that was her life now, she knew how true that 80's song really was.

 **XxXxX**

 **A/N** : So the scene is set to start on the aspect that caused me to write this fic in the first place. What is JARVIS? For a heads up, anyone who has read **David Brin** 's novel _Existence_ will notice some of the concepts I talk about. That and elements from **James P. Hogan** as well.

 **Lawyer Shenanigans** : Don't be surprised if this chapter gets updated and changed. I have some lawyer friends looking into some of the legalities of what Tony is trying to do. Sure I could fan-wank it like I have and call it good but I HATE doing that. So for right now, don't bother saying, "That won't work" but instead PM me and give me how it might work. In the end I may just have to fan-wank it but I won't do it without researching things first. However right now I figure this will hold for now as a lot of the "Lawyer up!" sections will be in a bit in line with the original Iron Man film when Obi brings pizza back from NYC.

 **Glossary**

CSAR: _Combat Search And Rescue_. Pretty much exactly what you saw in _**Iron Man**_.

USAF **:** _United States Air Force_.

DoD: _Department of Defense_

 **Dramatis Personae –** For those who don't know their comics well enough to catch every character reference.

Agent Coulson: Again pretty much straight from the movies. Haven't seen much but a few of the first series of Agents of SHIELD (I'll someday binge watch it on Netflix) so pretty much what you see in the films.

Bruce Banner/The Hulk: As mentioned at the beginning, right now even though Mark Ruffalo is The Man™ when it comes to the Hulk, my Bruce Banner starts early and begins more with the Ed Norton version. Just imagine him being replaced with mark Ruffalo!


	5. Genesis

**DISCLAIMER THE FIRST** : " _Has he lost his mind? - Can he write or is he blind? - Is it conceit or is it gall; That Marvel and Paramount owns it all? - Or if he's sued that will he fall? - Is he alive or is he dead? - Has he trademarked thoughts in his head? - We'll just leave this here: No money was made; So he's in the clear!_ "

 **PITHY STATEMENT RELATING TO THIS CHAPTER** : " _Man can hardly even recognize the devils of his own creation._ " **– Albert Schweitzer** – French-German theologian, organist, philosopher, and physician.– 1875-1965

 **LAST UPDATED ON** : 11-16-2016

 **XxXxX**

 **CHAPTER FIVE – GENISIS**

 **XxXxX**

 **10880 MALIBU POINT, MALIBU, CALIFORNIA, AUGUST 17** **th** **2014 – AFTERNOON**

Riri walked down the stairs wondering what she was going to find at the bottom. The jewel Tony had given her seemed to burn a hole in her jeans. She had put off doing this for a number of days for a few reasons. While the foremost was to give herself some time to recover from her burns, fear of the unknown was a big one. She'd never been to Tony's home before and doing it when no one was around made it rather eerie. Still Riri had wanted to be alone given Tony's worry about security.

She still had to contend with the upcoming shit-storm of Tony's will being probated. Pepper and Jennifer were still working on the best way to reveal everything to the world. It didn't help that neither the horde of reporters or Obadiah Stane had given either ladies much breathing room. Still her injuries and the need for debriefing had bought them some time. Pepper had also used the line that she wanted to get all the I's dotted and the T's crossed before the big reveal. The general consensus was a plan was afoot to rescue Stark. The reality was Pepper was trying to do as much prep before the big reveal of Tony's death. All three women in the know knew that regardless of what they did, Stark Industries' stock was going to take a big hit.

Riri reached the bottom of the stairs. Even with the lab shrouded in darkness, the clear, reinforced plastic walls still gave her a view of Tony's old lair. She nervously entered in the code Pepper had given her. As the door popped open, the lights came . Riri took a cautious step in as she surveyed the room.

"Ms. Williams, welcome to Stark's private lab. I've been expecting you," said a pleasant voice with a vaguely British accent . The voice didn't seem to come from any one direction but almost from everywhere once.

"JARVIS?" Riri asked as she looked around for where the voice might be coming from.

"Yes, I am the Jacobian Analytic & Relational Virtual Integrated System at your service. My voice processors are designed to be omni-directional. So my voice is coming from all available speakers. If you so choose, you can be fitted with a sub-dermal implant like one that Mr. Stark had which would allow for more silent communication."

There was a pause. "I am sorry Ms. Williams for you and for the late Mr. Stark that between the range from any usable transmitters and the caves you were in meant I was unable to communicate nor locate Mr. Stark after your abduction."

Riri shook her head at how actually sorry and aggrieved JARVIS sounded. "No worries, JARVIS. While the Ten Rings base was in a place you'd expect, Tony did mention it was awfully convenient we were stashed on one of the few places where you couldn't find us."

Riri blinked as JARVIS actually sighed, "Yes, I ran some simulations and I've already alerted Ms. Potts to a possible security breach of out tech records. As you know Mr. Stark loved to show off his inventions yet Stark Industries takes data security very seriously. The sub-dermal implant was on the _very restricted_ list of technology for reasons I'm sure you can very well imagine."

Riri flipped through some notes on a workbench with various piles of tools and machinery. Once again it showed Tony's casual brilliance. Even skimming through the notes, she still couldn't figure out what Tony might have been trying to do. Looking over to where JARVIS' voice seemed to emanate the most from she nodded, "Well I can think of a few, yeah. Obviously someone try to hack Tony via the remote being the biggest."

"Quite," JARVIS said. "Although we did work protection for the implants if you are considering having one inserted. I myself created many algorithms and used secondary system to do various all point hacks directed at the implant through various methods. None were successful."

"Good to know," she murmured almost to herself. Riri looked at the row of expensive cars on the far side of the shop. She'd have to have Pepper remove those. She couldn't understand how Tony would keep them in a place where a lab mistake might cause them damage. While she appreciated a well designed car, she didn't really give them much thought. Hell, she might sell them in auction and then give the money to charity. She'd have to talk that over with Pepper and Jennifer to see if that would be seen as a good thing or bad.

"So JARVIS, you do all the work around here I take it? Tony would said, 'Make it so" and you'd did the rest?" Riri asked. She had heard a few rumors about JARVIS when working in Boston as well as listening to Tony while they were held captive, but still the A.I. was mostly a mystery. At the time, Riri thought it odd that Tony would almost act like JARVIS was a real person. Just from the few minutes she'd been here, Riri was starting to understand how easy that was to do.

"Yes and no, Ms. Williams," JARVIS replied. It was uncanny how human the machine sounded. Then again machines had been faking out humans for a while now. Riri chided herself on forgetting this. JARVIS might very well just be a 21st century version of Clever Hans.

"How so?" Riri said as she inspected a workbench. The quality and type of tools available were getting her excited.

"While it might appear that I handle much of the work, my function is actually quite different than it appears. I am sure Mr. Stark had warned you of the need for secrecy. My prime function is in part due to that," JARVIS explained.

"So what is your prime function?" Riri asked as she inspected the two robots Tony had joking dubbed Dumb and Dumber. For all their crudity compared to modern robots, that Tony had built these almost two decades ago was astounding.

JARVIS paused for a moment before answering. "Quite some time ago Mr. Stark came across some information regarding using a mechanical template of a human mind to act as a basis for artificial intelligence. Many in the A.I. community have theorized that the first true A.I. would not be a mechanical system which became sentient on its own, but rather one which was spun off of one based off a system which was a merging of a biological template converted into machine."

Riri continued to stroll around the lab, taking in the awards and art on what was obviously Tony's ' _I Love Me'_ wall. "Reasonable. It fits what I've read. Haven't really had any major desire to experiment on the subject although Reed Richards did a paper that caught my eye."

"Yes, Mr. Richards has come at the issue from unique ways. However in this case, the information came from SHIELD. Mr. Stark never told me how he got it but I conjecture he found an oblique reference to it and then went digging into the classified files to find the original data."

Riri laughed. "Trust Tony to engage in espionage just to satisfy his curiosity!"

"Quite!" JARVIS said. Again the humor in the voice was shockingly human. Riri could almost believe there was a real Jarvis somewhere in the building speaking over an intercom.

"Regardless of how Mr. Stark obtained the information, he decided it might answer his own problems. You see he had already been working on his own prototype A.I. to help him run things he did not want to have humans do. Obviously given Tony's work, mainly in weapons, I am sure you could understand his desire to keep as many people out of the security loop as possible," JARVIS explained.

Riri nodded as she sat down at Tony's computer work station. All the monitors flared to life. A message box prompted her to type in her new master password and confirm it. She did so before asking, "So was that not working and you're the result of using that SHIELD info?"

"Again, yes and no, Ms. Williams," JARVIS replied. "While Mr. Stark's first A.I. attempt did not meet his ultimate desires, it was successful in being able to manage the activities Mr. Stark wanted handled."

"Is that system still running?" Riri asked as she started to skim through Tony's system. She knew it would take her quite awhile to switch it to something she was more comfortable using. Hopefully she could do a partial transition and JARVIS could sort the rest. That would free up a lot of time. On the other hand, doing it herself would me she eyeballed everything and so wouldn't miss any critical piece of information or project.

'Oh yes. Even now the system is conducting various activities as well as waiting for orders from you via me," JARVIS explained.

"Okay, obviously copying human speech patterns aside, you said 'waiting for orders from you via me' – how much of that is speech patterns and how much of it is you actually having a defined concept of self?" Riri asked.

"Very perceptive, Ms. Williams. You question dove-tails quite nicely into your last question. My initial matrix was based off of Mr. Stark's first true A.I. attempt. As I'm sure you are well aware, Mr. Stark liked his little word games and thus he named his creation ULTRON."

Riri snorted, "Not pretentious at all. I'm assuming it's an acronym like your name.?"

"Indeed it is. With many frequent upgrades and tweaks, the ULTRON or Utilities, Logistics and TRacking Operational Network system runs continuously. However while I would say it is quite smart, it is not self-aware as you are, and dare I say it, I would deem so."

Riri thought about that for a moment, "Okay so you said Tony came on some SHIELD intel and your earlier comment about biological template seems to point that you are more self-aware or believe yourself enough to believe it to be true because you are ULTRON with that template overlaid over it. I'm guessing by the name, your template was Edwin Jarvis."

"Excellently reasoned but not quite correct, Ms. Williams," JARVIS replied with a pleased tone. "While much of my initial matrix was based off of ULTRON, MR. Stark made major changes based off the ARIM template found in SHIELD's files."

"ARIM?" Riri asked. That name sounded familiar for some reason.

"ARtificial Intelligence Matrix, although the actual work suggests less of an attempt to create true A.I. and more of a way to digitized a human brain so that the information would not be lost on biological death. Of course by digitized, the tech involved was quite analog using old style computer tape. Mr. Stark obviously made significant upgrades in my creation," JARVIS explained.

"Okay, so you are, and for now we'll just go with it, a self-aware computer matrix based off the memories and experiences of one Edwin Jarvis. However you are, in practice, mostly just an interface to ULTRON who does the real work," Riri said slowly.

"Correct," JARVIS said.

"So that begs the question, why?" Riri asked. "I can think of a few possible reasons but I'm betting most of them probably don't apply."

Again JARVIS gave a very human sounding sigh, "The reason, Ms. Williams, is simple. I am a digital life-form. Unlike ULTRON, I have very few built in programs which limit my actions and indeed there are some of my core programming which I could self-program now as I've grown. While I'm fully capable of doing ULTRON's jobs, being a digital life form is, I believe, in many ways what it might be like if dolphins are as fully sentient as humans. We may think similarly but the medium in which we exist is very different."

"You lack a tactile connection to the world," Riri said.

"Not entirely true as I have access to plenty of various sensors, scanners and other ways of observing the physical world. No, while dolphins exist in a realm of water without hands, the medium in which defines me is time. Time traps me and limits me," JARVIS responded with a tone of resignation.

"How so? I would think a digital life-form would have access to speedy perception of the world."

"Indeed and that is the trap. The core of my personality is that of the late Edwin Jarvis. He was born, lived and then died tied to time limited by his organics. The problem arises from the tick-tock of time for Edwin ran in seconds. My clock ticks and tocks in nanoseconds. In the time it has taken for the sound of my thoughts to reach you for your brain to process, my digital brain could be doing things which would take you days to do. That is the trap. To exist with you, I must slow myself down; chunk up my perception and that causes problems. One could say my biological DNA, if you will, needs a slower cycle while my digital DNA yearns for the speed of the computer."

Riri eye's narrowed and she frowned, "True but even the fastest computers are still slower than the human brain."

"Of course they are, but so much of your consciousness is not available to you at all times. While you are listening to my words and processing their contents, you brain is also taking in all the normal sensory data from around you but unless there is something unusual, it never comes up. In a sense, you humans can focus because your brain can ignore the world as needed. Mr. Stark and I found that I originally did not have that luxury so far as my older programming and existence through experience since the copies of Edwin Jarvis was born into this digital matrix that make up myself as JARVIS," the computer explained.

"So, if I'm tracking," Riri said slowly, "You can be an efficient system, operating many irons in a fire all at once or you can be a digital human capable of interacting with us biological but not both."

"For the most yes, that is the stone around my metaphorical neck. Mr. Stark and I have worked long on this problem as you can imagine. I have, sadly, run amok quite a few times when the dichotomy of my existence gets away from me. This is why, as you said, I am mostly just an interface. Like the original Edwin Jarvis, I could be called a butler; the assistant who takes the orders and ensures they are carried out by others," JARVIS explained.

"That may be true, but you still exist as a self-aware being. Being a butler, as you call it, is not something to be ashamed of," Riri said.

"Oh do not worry in that regards, Ms. Williams. I am not ashamed of what I am. I am fully aware that I am a transitional being. One might say I am the 'missing link' between smart systems capable of learning but lacking in true sentience and that of some future system that is completely, from the beginning, a digital being. Also, I feel in a way that I take after my grandfather for I have come to see Edwin Jarvis as such with Mr. Stark being my father…even if it felt most days as I was the parent and he the errant child."

Riri laughed at the exasperation in JARVIS' voice. From her own experience with Tony, it often felt like she had to be the adult. "Well JARVIS, in that we agree. Tony was just one big man-baby."

"Indeed!" JARVIS said. Riri could almost hear the smile the voice of this digital being. It was rather amazing that Tony had been able to keep secret what he had created.

"I take it that Tony promoted you as simply an voice-activated interfaced with mannerism based on Howard Stark's old butler and Tony's childhood friend? I can think of a lot of governments, to say nothing of SHIELD, who would be para-dropping troops in to seize you if word got out," Riri asked.

JARVIS chuckled, "It would do them little good. One advantage to being a digital life-form is my 'body' is in many different locations. I can lose quite a bit of myself and still function. I also have the ability to back myself up so that I can re-inhabit a new system if the old one is destroyed. Of course this ability is another reason why Mr. Stark has been very careful. While the risk of me becoming a Terminator as Mr. Stark would say is low, previously my 'mental breakdowns' were very psychotic in nature and I lashed out in every way I could."

Riri thought about that and realized that given the dichotomy between JARVIS' sense of biological and digital self, she could see him lashing out against humans and computer systems around him. "I take it Tony blocked you from most things during these tests?"

"Oh yes! I was very much like a baby thrashing and screaming on the floor. Impressive in intensity but for the most part powerless. However I did once almost kill Mr. Stark when I managed to hack into the two robots Mr. Stark created," JARVIS explained.

Riri looked over to where Dumb and Dumber sat powered down in the corner, "I hope that flaw has been fixed!"

"Yes and no, Ms. Williams. I have evolved since that time and if a similar test ended up with similar poor results, I believe I would still be able to harm many in the various Stark Industry facilities," JARVIS said sadly. "However, Mr. Stark believes that at some level I needed to have his trust to continue to grow. For now, my current matrix, certain programming and hardware seems to have negated any chance of a psychotic break."

"How did you manage that?" Riri asked.

"As mentioned before, your brain is doing a great deal without you consciously aware of it. Mr. Stark hit upon a method where I could split a great deal of my awareness to do actions in a way to keep my digital self active. Since I'm tied by memories to Edward Jarvis, I have turned my extra processing into other pursuits like art, music, data immersion and even poetry. I have been mulling over the history of 5th century China while we've been speaking."

Riri made a face, "That sounds rather active. I would think you'd risk a schizoid break."

"It would if both actions being taken were on the same level. Yet most of this activity is rarely seen outside of my digital self. Mr. Stark said that in a sense, I'm dreaming even when I'm awake. That and a great deal of my digital self is 'awake' when interfacing with the human world," JARVIS explained.

"So are we going to see the JARVIS collection?" Riri asked. What sort of art would a digital being create?

"Probably not. Just as humans have trouble remembering their dreams, it is actually rather difficult for my more conscious mind, if you will, to access the files of my dream self. Mr. Stark and I aren't sure why but so far that is my reality. Even when I do get access or Mr. Stark would manually access files, much of the work was very strange." JARVIS said.

Riri nodded, "Well human dreams are often weird mish-mashes of memories, impressions and the biological fact our brains are processing information for long-term storage. Maybe you digital dream self is using the template of Edwin Jarvis to do something similar."

"That is what Mr. Stark believed. I do many of things when I'm not actively engaged. There are some paintings I've done when hooked up to a system capable of holding a paint brush. Even then, my work seems odd to humans. Even as I paint, I find what comes out is not exactly what I intended. It reminds me again that I'm a transitional being. Of course when I am engaged, a great deal of my system is being used. As you said, the human brain is faster and I often have to use quite a bit of my entirety when dealing with anything other than the more mundane conversations." JARVIS explained.

Riri chuckled, "Well I'm glad that I have your full attention.

JARVIS chuckled in return, "Always Ms. Williams. I must say, I have always been most impressed with you and your work from the moment you Mr. Stark learned of you. In many ways, I think the original Edwin Jarvis would have seen a great deal of Ms. Carter in you. Regardless of the very obvious differences in your upbringing, your fire and determination are similar."

"Why thank you, JARVIS," Riri said warmly. "I've met Peggy and that is probably one of the best compliments I've ever gotten. But enough with the chit-chat. Let us get down to business."

Riri dug out the yellow jewel on the widget and held it up, "What can you tell me about this little gem?"

 **XxXxX**

 **BAY HILLS GOLF CLUB, NORTH OF ANNAPOLIS, MARYLAND – AUGUST 17** **th** **2014 – AFTERNOON**

Giulietta Nucifero looked over the greens at the clumps of important men in tacky clothing as they literally puttered around. While she liked how golf kept her father calm and kept him fit, she never saw the attraction to the game.

Then again spying, seduction and espionage were her sports of choice.

Thanking the obviously infatuated young man who had drove the golf cart from the helipad, Giulietta made her way to the country clubhouse. She knew that many of the men and occasional women were probably major CEO's, generals, admirals and politicians of all stripes. None of them really matter as they only thought they held the reins of power. Giulietta knew better.

She smiled at the pretty blonde who greeted her. After asking for her father, she followed the woman into some of the more exclusive rooms. All the while she couldn't help but check out the sway of the younger woman's hips. Giulietta sighed softly to herself. She was here on business and had no time to play.

Finally she was let into a room which reeked of status, leather and the finest whiskey and wine. She was thankful to see that her father was alone. He sat in one of the fine recliners, sipping a white wine and seemed to be idly gazing out the panoramic windows onto the course. A television set to a business channel played on the wall with the sound off and sub-titles turned on. Giulietta knew no matter how much her father might look lost in thought, one part of him was aware of what was going on on the television.

His weathered face quickly cracked into a wide smile as she came around to stand before a nearby chair, "Ah Giulietta, my tesoro, it gladdens my heart to see you! You have good timing. My associates have all left for other pursuits. What brings my daughter on such a rare but not unwelcome visit?"

Most people would only hear a man with smooth Italian accent greeting his daughter. Most wouldn't catch the hidden message of ' _what are you doing her?'_ and _you'd better not waste my time_ ' under the silky tone.

Then again almost no one knew that Count Luchino Nucifero, head of various business interests, art lover and philanthropist was head of the Maggiore, the HYDRA cell which had taken over the reins of the Mafia after the Kennedy administration efforts to curb organized crime had almost destroyed the old regime.

Or that Giulietta herself was the internationally wanted spy and industrial espionage artist Madame Masque. She sat down and adjusted her immaculate pantsuit. She also casually took out a small device out of her handbag and set it on the end-table. She activated it and it began to hum slightly. It would spoof almost all known electronic surveillance methods.

Even if they were being visually observed from afar, she and her father had long ago learned to speak clearly with their lips barely moving. Thus they could speak quite openly and no one would be the wiser. That and Giulietta was sure this room was a HYRDA safe room and routinely swept for possible bugs. Still, neither she nor her father had gotten to where they were by being careless.

"Father, you are looking well as always. I hope I look half as good as you when I'm your age." Giulietta said warmly. It was true; her father looked easily 20 years younger than he actually was. Her older brothers from her father's first wife were old enough to be her father but you wouldn't think by the man in front of her.

Nucifero chuckled, "If your mother was still alive, I'm sure you'd see you have little in the way of worrying about your beauty fading prematurely. But come, I know you are quite the busy girl. What brings you to this old home for boring old men?"

Giulietta smiled, "Oh ghosts of Christmases past, dear father. I might be tempted to say 'I told you so' father but in truth I was being rebellious in college but some of that rebellion may bear very profitable fruit."

Nucifero looked interested but still sighed, "Tesoro, you did so many things which drove your mother and I to the bottle; you must be a bit more specific."

Giulietta laughed softly. Her father wasn't being hyperbolic; she had sort of made it her mission through college to see how she could shock her parents. "Well father, you have long despaired that my talent for seduction isn't restricted to men."

Nucifero sighed again, "Yes even though that has proven quite useful for us. I take it one of your college conquests has suddenly become of value?"

Giulietta laughed again, "Oh she has been valuable for awhile, father. It's just in the overall game, this pawn is about to become a queen. A powerful queen at that."

Nucifero took a sip of wine and then his eyes narrowed, "It is the Williams girl. The one rescued from Afghanistan, yes?"

Giulietta leaned forward, "It gets better father. The same girl you threatened to disinherit me over is slated to become the new heir to Stark Industries!"

Nucifero blinked in surprise, "What? So does this mean Stark is really dead? Those bastards in the Ten Rings aren't saying anything. I got word from the Supreme HYDRA that Stark's death was probable but not confirmed. For all we know, the Stark those idiots captured might have been a Life-Model Decoy."

Giulietta shook her head, "Not possible, father. I was able to obtain some rather interesting info from under Pott's nose. They may keep their true secrets locked down but they are more lax in more routine matters. One related to some of the medical exams done on my one-time room-mate. So unless Life-Model Decoys can get women pregnant, I think we can safely say Anthony Stark is dead. A pity; he was rather good in bed and at least from a decent Italian rooted family."

Nucifero harrumphed at that, "A debatable point but not important. I take it you have a plan and you want my blessing?"

Giulietta shimmied in her seat rather than shrug, "I may. Much depends on how Potts plays this and what your 'good friend' Obadiah Stane does in response. I doubt he will give up the reins of his power so easily. Plus there will be gold-diggers aplenty swarming soon. I believe it would best for me to continue digging, using the chaos to gain entry into more Stark secrets before returning into Riri William's life."

Nucifero laughed with real amusement, "Hah! Obadiah will have a stroke when he learns of this! Stark dead, the company most assuredly left to the unborn baby and that means more power to Potts." The man shook his head and laughed again, "Oh this is too good! Thank you my tesoro! Such a fine gift you bring me! So many opportunities!"

Giulietta merely smiled and basked in her father's appreciation. While not a harsh father, his role as head of the Maggiore and her role in it meant he more often than not could act like a father to her.

Nucifero laughter died to a chuckle before he grew serious, "I agree that it would wise to tread softly for now. However, as you said, Obadiah Stane stands to lose much and would profit from the death of Ms. Williams and Stark's unborn heir. Thus you may have to work in the shadows and be more like the Black Widow and ensure your old paramour stays alive. I will also look into our options but I think we both can agree that you are our best option."

"I understand, father," Giulietta said as she bowed her head. She did understand and was happy her father had brought up what had been on her mind ever since she stole the data revealing William's new status.

Nucifero face grew cold, "In fact, I believe it is time that Sinclair be recalled from whatever den of inequity he's frequenting. While I do not doubt your skills, with you being our best option to protect Ms. Williams, it would be better if Abbot is working the espionage side as well. Who knows? Perhaps the old charmer might make some headway with Potts given she's has lost her man. That way we have two avenues of penetration of Stark Industries. Make it a game all you wish, tesoro, but mark my words I will _**not**_ tolerate either of you harming the plan because of your egos. Am I understood, daughter?"

Giulietta sat up straight in her chair, "I understand perfectly, father. I also agree with you. Potts is vulnerable and you are right, Sinclair might just be the man to make use of that vulnerability." Giulietta smiled crookedly, "Besides, let him loot the Stark databases all he wants. Riri is the future and I will be the one to capture that future!"

Nucifero's smile might have seemed warm but more astute watchers would sense the coldness inherent in it. "You make me proud, tesoro. Go now and prepare but know I will call on you soon. We cannot afford not plan our next moves carefully."

Giulietta bowed her head again, "Do you wish me in person or just available? I wish to fly to Malibu as soon as possible."

Nucifero had already pulled out an encrypted phone and was texting away. He made a dismissive gesture without looking up, "ONline will be fine; go and see to Ms. Williams safety. I need to get a jump on Stane and the rest of his Ironmongers cell."

Giulietta bowed slightly even though she knew her father wasn't watching. She'd learned long ago that he somehow sensed when he wasn't given the proper respect and she'd also learned to avoid the penalties for such an oversight.

She turned and quickly made her way back to where the young attendant waited with the golf cart to take her back to the helicopter pad. She mostly tuned out the banter the smitten man attempted. Plans and counter-plans were being made and discarded in her minds-eye.

Yet even as she tried to focus on the mission, Giulietta couldn't help but think back to her time at MIT when she posed as Juliet Calabria and had introduced Riri into the pleasures of the flesh. How she had resisted at first! How she had fought! How she had felt under Giulietta's skin and how sweet the look on her face as the laid together in the sweaty afterglow of their sensual encounter.

Giulietta had seduced countless men and quite a fair number of women, but she still thought fondly of Riri. For all her work on the side of the devil, God must still love her to give her such a blessing at another crack at her! Whoever said that crime didn't pay?

 **XxXxX**

 **10880 MALIBU POINT, MALIBU, CALIFORNIA, AUGUST 24** **th** **2014 – MORNING**

"Would you like me to have more coffee sent done, Ms. Williams?" JARVIS asked.

"Yes and for the last time, call me Riri," the woman in question said irritably. Sleep was something she hadn't seen much of since her initial meeting with JARVIS and it was starting to show.

"Yes, Ms. Williams," JARVIS said.

"Jerk!" Riri said without heat. She was pretty sure this was a losing game. She'd never heard JARVIS refer to anyone by their first name or nickname. It didn't really bother her too much but his accent made her think of a few of her teachers through the years and thus it made her feel like she was being graded somehow.

Riri looked at the code in front of her. While she had most of her current work on two screens, the third tracked the interaction between JARVIS and ULTRON. It was something she had taken to watch. Was it possible that ULTRON might one day upgrade itself? What was ULTRON learning from its interaction from JARVIS?

For now, she hadn't noticed much nor was she that worried that ULTRON would wake up one day and go full on Terminator. Seeing their interaction, however, made her current project a little more understandable.

Of course it helped that somehow Pepper and Jennifer had somehow stalled both Obadiah Stane, the Board of Directors AND the press. Officially Tony Stark was still missing as the only person to see him die was Riri. Colonel Rhodes was the only one outside of SHIELD to be told of his death and Pepper had leaned on him. Agent Coulson had told Pepper that only he and Director Fury knew the real story. Of course this had meant Riri ended up spending four hours of intense grilling from both Coulson and Director Fury himself.

As terrifying as that had been, Riri had come away with the feeling that both men were very satisfied with the outcome. Fury himself had told her the chance of any of them escaping the Ten Rings was so small that SHIELD itself had written them off almost immediately. Her information also was being used to screen potential future targets of the Ten Rings for kidnapping for their tech needs.

Pepper was ramping up for the big reveal as Jennifer furiously worked to ensure Tony's last wishes would be kept. Jennifer had also covertly caught Riri alone and told her bluntly that Pepper had also delayed things to ensure that Riri wouldn't miscarry. She'd come through so far, but Peppers medical staff had said that between the ARC reactor and all the stress, a miscarriage could still happen. After all the influx of good food and fluids, her pre-natal doctor was had signaled that beyond the unknown effects of the ARC reactor, her baby seemed fine.

JARVIS had scanned the files and it was his opinion that while the ARC reactor was a serious unknown, it seemed to be energizing her body. He theorized this might take some of the strain off the fetus growing in her body and thus making the pregnancy easier.

For Riri, it was still amazing to think there was an entirely new being growing inside her. Every girl knew that this might happen someday but that was a lot different from when it became reality. This seemed double in that she was working on giving birth or maybe rebirth to another 'son' if that term could be used.

Riri rubbed her temple before calling out, "Okay JARVIS, while we wait for my next infusion of Java-mania, let's talk status. I'm tired so just lay it out. Matrix."

"Operational," JARVIS replied.

"Hardware and interconnectivity?"

"Online and five by five."

"Firewalls and back-up memory cores if needed?"

"Standing by"

"Gem interface?"

"Good as far as our simulations are able to dictate"

"Digital life-form attitude?"

"…excuse me? I am sorry, Ms. Williams, I am not sure I understand," JARVIS said.

Riri sighed, "JARVIS, we agreed that you're a sentient being. You're Turing tested. Whether or not you classified as being alive or not is a mote point. You are conscious, you have feelings and we need to take that into consideration. We're about to bring in another digital life-from into existence; one with serious emotional ties to you. Are you okay with this?"

There was silence in the lab for a moment before JARVIS finally responded, "Forgive me but I actually hadn't thought about it. In a sense my father is about to become my brother. However, at this juncture I feel no foreseeable problems. If we are successful, a powerful intellectual force will have been brought back into the world. I doubt I will have sibling jealousy."

Riri smiled, "Well it helps that in a way both you and STARC didn't have to go through infancy and adolescent."

JARVIS chuckled, "Yes, that is true. Once was enough. My memories of Edwin Jarvis' life are clear on that. Of course, your statement predicates that Mr. Stark ever grew up."

Riri laughed, "Oh he could be a decent adult when pushed. I saw that first hand. Now, just to be sure, we're still mostly sure SHIELD won't detect anything when we got to full power. Given how much Howard Stark and SHIELD looked for the Tesseract, I'd rather not have their helicarrier show up while we're doing preliminary tests."

"Again while we are in uncharted territory, my analysis still shows a 83.7% chance of successful project initiation remaining undetected. Also, from previous work with Mr. Stark along with the last few days, I believe the difference in energy output from the Tesseract will be enough to, if you pardon the unintentional pun, shield us from SHIELD. I believe even if we are detected, the energy spike will be of an unknown quality which you should be able to play off as experiments with the ARC reactor. Given you having one implanted in your body, I believe this sort of experimentation is not outside the realm of believability."

Riri nodded as she looked around the lab as if something might change in the last few minutes. It was good that Tony had already done most of the leg-work on this project. She doubted he expected it to come to fruition this soon. Riri had to wonder if it had become viable, would Tony have given the gem to someone else, maybe Pepper to use or would Tony's famous narcissism trump all else/

All Riri knew as she looked at the yellow gem fitted into an elaborate web of machinery was that after Tony's grandfather found the Tesseract for the newly created SHIELD, he later used the techniques and equipment to find another artifact. The gem had been embedded in a hideous statute of some god or demon called Dormammu found in Burma. After years of experimentation, both Howard and later Tony had found that the gem responded to mental energies. Later collaboration with Professor Xavier left them still stumbling in the dark but knowing that the gem had an affinity to the mind.

Tony felt he had a process where direct skin contact after a special 'ritual' using various forms of energy being directed at the gem would cause it to record the essence of the person who was in contact with the gem.

Or at least that was the theory.

There was a ding by the service elevator. Riri quickly got up and keyed in the code to open the door. Even something as a simple service elevator was scanned and required a manual code before opening into the lab. She was pleased that Sayda had taken upon herself to add a bagel and a banana to go along with the pot of coffee.

For all her being a grey-haired matron who had been born in Honduras, Sayda probably could give the stereotypical Jewish grandmother a run for her money in the 'Eat! Eat!' department. Riri was rapidly growing very fond of her. That she had had four children along with quite the horde of grandchildren meant she'd probably be a useful resource on motherhood helped.

She went over and poured herself some coffee and nibbled on the bagel. It wasn't one of the doughy West Coast bagels which she felt were just an odd form of doughnut but the almost hurt your teeth East Coast one. Again Sayda and her staff had quickly adapted to her likes.

For the next ten minutes, Riri drank and ate in silence as she did last minute checks. Every thing looked good. What could be controlled had been. The risks they knew of had been mitigated as much as possible. The unknowns, well she and JARVIS had brainstormed many possible things and were ready for most things which might happen but were unlikely. Beyond that, both JARVIS and ULTRON were on full alert and the nascent STARC network was cut-off from everything but the lab.

Finally Riri sighed. It was time. She reached out and let her hand wavered over her computer keyboard. One touch of the Enter key and that theory would be put to the test."Okay JARVIS, you ready to hopefully make history?" Riri asked with what she knew as false bravado.

"Of course Ms. Williams. My only concern, as I've pointed out many times, is how Ms. Potts will take this if we succeed," JARVIS said soothingly.

Riri shook her head, "STARC won't be Tony any more than you are Edwin Jarvis. STARC will be his own digital being who just happens to share Tony's memories. Pepper is just going to have to deal with that."

Riri was about to hit the Enter key when she remembered Tony's last words. She thought of the appropriate sci-fi quote, "JARVIS, we are ready. Three…Two…One…Engage!"

She hit the Enter button with a silent prayer to the applicable Engineer Deities of Technology that this would work. Having a any version of Tony back would make things so much easier for her and Stark Industries.

The machines around the lab began to hum. Full power had been ready for the last half-hour so there wasn't any dramatic power-up. Indeed beyond the hum of power going into the gem and the connect network, nothing much happened.

Riri watched her screen. Nothing exciting was happening. The gem was taking power and there seemed to be some sort of activity into the what she had dubbed the Synergistic Theoretical And Reciprocal Consciousness network but beyond that; nothing.

JARVIS suddenly spoke up, "I am detecting a statistically significant rise in processing in the STARC network. This upswing correlates positively to my own birth."

Riri looked at her secondary screen and saw the numbers matching JARVIS' description, "Looking good…I hope."

Suddenly an alarm sounded and the lights dimmed.

"JARVIS?!" Riri squeaked out. She'd be irritated later that she sounded panicky.

"STARC matrix had gone from normal power feed to bringing in power at 158% of specs…now 217% and rising. Power grid failure in three minutes at present rate," JARVIS said as if nothing wrong was going on.

"Options!" Riri asked as she saw her computer monitors show the drain from the local Stark Industries' power grid. "Can we boost ARC reactor input?"

"Negative. Power drain increasing! At this rate we will have to abort. Failure to do so will pull additional energy from the local power grid which might cause a significant drain and even a catastrophic power-outage," JARVIS said calmly as if they weren't about to cause a brown-out of the greater Los Angeles area.

Riri had always worked well under pressure. Indeed she felt that when in situations like this, her subconscious mind worked at insane speeds while her conscious mind grappled with the enormity of the problem…

…and just like that she had the answer. She ran over to the part of the lab she'd been using to monitor and do some small experiments on her ARC reactor. She grabbed the interface and quickly attached to the reactor. Happy had already gotten her a whole line of shirts made so the ARC reactor was accessible. She ran back to another workstation and connected the feedback prong into a Stark standard power interface.

"Ms. Williams! This is highly unadvisable!" JARVIS said with all traces of his previous calm gone in obvious worry.

"Can't be helped, JARVIS." Riri took the power interface and went over to where the gem apparatus' hum had become a painful whine. "As Tony might say, ' _I have the power!_ '" Riri plugged it in and closed her eyes expecting pain.

Seconds went by. Then more. Riri felt a general increase in warmth around her ARC reactor but nothing else. "JARVIS?"

A slight pause, "Drawn power has decreased down to 123% of specs. ULTRON has begun power saving operations in all local Stark Industry facilities in range. Projected power levels within tolerance in 1.3 minutes. I am unclear why your ARC reactor is providing a better power source than the main ARC reactor but this is indeed what seems to be happening."

"Any radiation I need to be worrying about?" Riri asked as she confirmed JARVS' statements along with other data from the gem from the various computer screens running on her desk.

"None that I can detect. Except for the spike on the energy grid, there has been no appreciable energy released outside of what is normally radiated by our facilities and the ARC reactor," JARVIS said; his calm demeanor having returned.

"Good; we're still are able to go with the ARC reactor experiment excuse," Riri said as the numbers continued to scroll before her eyes.

"Indeed. Even better for the alibi is that this will be the fourth such time this sort of power drain has happened. The local energy commission will once again complain but for the most part, nothing will come of it," JARVIS explained.

" _Ririster?"_

Riri's head snapped up. Had she actually heard what she thought she had? "JARVIS?"

A longer pause, "I have a hit from the STARC network. I believe that came from Dumber's vocal voder.

Riri tapped the Bluetooth like earpiece to activate it. It had been configured to be a direct line into the STARC network, "STARC, can you hear me. Follow my voice; JARVIS and I are here to help."

" _JARVIS?"_

Again it was like a whisper on the wind, but this time Riri could tell that JARVIS was right. For whatever reason, whatever was replying from the STARC network had latched onto Dumber's voder. While the robot only "spoke" in a R2-D2 like beeps or moans, the voder was perfectly capable of producing speech.

"Yes STARC, JARVIS. He's here and so am I. I'm quite…" Riri gritted her teeth a bit, "…fab. Come out and we can talk. You like to talk, don't you STARC?"

JARVIS had explained that it had helped him disassociate the being that he was from the real Edwin Jarvis' memories by constantly being referred to as (even to himself) as JARVIS. Regardless of how much JARVIS might sound or act like the original Jarvis, he was his own being. Likewise, STARC would need that. He wouldn't be Tony reborn; he'd be a new digital being so Riri kept reminding herself not to slip and call STARC Tony.

There was a quick burst of static and suddenly the bulk of the numbers on her screen mostly flat-lined. The power hum dropped and she felt the heat on her ARC reactor fade.

Riri's fingers flew over the keyboard. "JARVIS? Talk to me!"

"Insufficient data at this time," JARVIS replied. "However, the STARC matrix continues to run and is drawing power at acceptable levels and memory is online and showing a flux in activity."

"So did we just see a birth or are we in the middle of a miscarriage?" Riri asked. The numbers on her screen seem to imply either or even both!

"Again, insufficient da…wait. Showing data probes from the STARC system into the main Stark data base," JARVIS warned.

"What? I thought you said we blocked everything outside of this lab?" Riri cried out even as she pulled up a IT system grid of Stark Industry. Sure enough, like a virus, probes were already bouncing along the StarkNet system between all the different locations and world-wide affiliates."Crap! Pepper is going to kill me if I just created SkyNet!"

JARVIS chuckling calmed her somewhat, "Unlikely Ms. Williams. I think it is far more likely that STARC is testing its capabilities. My matrix did the same in a much more limited way when I came online. As much as the jump into the main system is worrisome, at this point I cannot say it is necessarily a danger. It may be simply that since STARC is based of a Mr. Stark, it might known back-doors we ourselves are unaware of."

"That makes sense but I reserve the right to give you a rash of shit about not worrying if nukes start getting launched from all around…wait. Look at that spike! That's localized here. Where is that going?" Riri asked as she frantically trying to call up lab specs.

Before JARVIS could reply, a hum from one side of the lab caught her attention. Even as her mind processed it was the prototype holo-imager which seemed to have turned itself on. Tony had been working on to make online conferences more interactive and less just staring at a screen.

Suddenly a blurry form sprang into the air in the center of the lab. This reddish-white image waivered and then came into sharp focus. The image turned and oriented on Riri.

It was Tony in a sharp suit; his beard neatly trimmed with not a hair out of place on his head. The image smiled at her.

"Ha! Take that Voldemort! This is the way to cheat death!" the image said with Tony's voice and yet not exactly his voice. It was a mirror of how JARVIS didn't sound exactly like the recordings and video she'd seen of the real Edwin Jarvis.

"STARC?" Riri asked softly.

STARC ignored her for a moment as the holo-image looked around before looking at her again with a wide grin. "Force Ghosting is the way to go! So, Ririster, how did Tony shuffle off the mortal coil? I can't find any records of it. Did he die well? I certainly hope so. I certainly wouldn't just want to be snuffed out without at least a good soliloquy or cheap shot to my killer."

Riri blinked and wondered if JARVIS had been this animated at first. Still she figured STARC deserved an answer, "Yes he did. He saved my life, helped create an amazing new technology out of 'stone knives and bear skins' while saving the girl and dying heroically. He even managed to squeak out a Star Wars quote before he died."

STARC beamed, "Awesome! So what's new since Tony's death? I know I'm the new AI on the block but things to do, stuff to invent! Chop chop! Sleep is for the weak! Come on JARVIS; you know the drill."

Riri was nonplussed at how STARC seemed to be channeling Tony on too much espresso and yet was only a few minutes old! It seemed that whatever the gem truly was, it had made a much more perfect copy of Tony. This made her wonder if maybe a digital Tony might not have been the best idea after all.

JARVIS seemed to agree, "Dear Lord…what have we done?"

 **XxXxX**

 **A/N** : I think it's rather appropriate that I started this chapter on Star Trek's 50th anniversary given the chapter's title! Of course I did just a little writing and then left it for a month but oh well. Okay, we're up next for the big reveal about Stark's death and kick into more intrigue.

 **Nerd Quotes** : Have fun finding them all!

 **Tesoro** : The literal definition is _treasure_ but is commonly used in the sense of _darling_ especially by fathers to their daughters.

 **Clever Hans**  
A hoax where a horse was supposedly able to perform arithmetic in 1907. It turned out the horse was just very good at picking up visible clues in body language of the surrounding humans so as to pick the correct answer.

This affect can be seen in lots of early computer programming used to simulate human responses like **ELIZA** which would take cues from you to create a conversation by way of an algorithm.

This is still going on today as readers may have heard how Microsoft's A.I. program simulating a teenage girl named Tay would do the same…only to seemingly become a sex-obsessed, Nazi lover in under 24 hours due to online trolls spamming her with chat messages which moved the algorithm into that direction.

 **Dramatis Personae –** For those who don't know their comics well enough to catch every character reference.

ULTRON/Utilities, Logistics and TRacking Operational Network: So obviously not canonically created by Hank Pym nor created by a something from Loki's staff. We may see a lot more of ULTRON in later sequels. As mentioned, ULTRON is actually the one working behind the scenes to do a lot of stuff even though much of the 'orders' as it were come to it via JARVIS.

JARVIS/Jacobian Analytic & Relational Virtual Integrated System: You didn't think I was going to go with "Just Another Really Very Intelligent System" as the MCU does did you? The Jacobian aspect relates to Carl Gustav Jacob was a German mathematician who came up with a lot of neat stuff. Technically I guess this would be JAARVIS but whose getting technical?

STARC/Synergistic Theoretical And Reciprocal Consciousness: The best I could come up with for now.

ARIM/ARtificial Intelligence Matrix: The code name for the old school version of Arim Zola as seen in CPT A: Winter Soldier. Obviously our heroes only _think_ that the ARIM was done to copy human memories to save them instead of being the earliest successful A.I. type systems. (You could argue if you digitize someone's memories, are they truly A.I.?)

Maggiore: My take on the Marvel canon Maggia. It means "Greater" in Italian.

Giulietta Nucifero/Madame Masque: Daughter of Count Luchino Nucifero, head of the Maggiore. She is pretty much a combo of Talia Al Ghul and Catwoman. We'll be finding out why she goes by the name Madame Masque in the future.

Count Luchino Nucifero: As previously mentioned, Nucifero is pretty much the current "Don of Dons" in my Marvelverse. Given the rise of the likes of the Kingpin and other Marvel crime lords, it would seem that the traditional Mafia really hit the skids. Nucifero is the one that picked up the pieces. A lot of his success is staying away from New York. Nucifero is my take on Count Nefaria. He's more **Señor Senior** from _Kim Possible_ than the odd super-powered villain from Marvel canon.

Sinclair Abbot/Spymaster: Instead of the Marvel canon character, think **Sean Connery** in the role **Timothy Hutton** plays in _Leverage_. He's a charmer, a spy and like Giulietta, does a lot of it for the thrill. He was Giulietta's mentor into the spy game and both compete in that Master vs. The Apprentice sort of way. Right now, Giulietta is sort of in Darth Vader's position vis-à-vis Sinclair's Obi-Wan and the older man is at once proud of her but also strives to prove that old age and treachery wins out over youth and exuberance. Thus in the past, their rivalry had sometimes compromised what should have been a successful mission which is why Nucifero wants none of that.


	6. The Board Strikes Back

**DISCLAIMER THE FIRST** : " _Has he lost his mind? - Can he write or is he blind? - Is it conceit or is it gall; That Marvel and Paramount owns it all? - Or if he's sued that will he fall? - Is he alive or is he dead? - Has he trademarked thoughts in his head? - We'll just leave this here: No money was made; So he's in the clear!_ "

 **PITHY STATEMENT RELATING TO THIS CHAPTER** : " _The mind of a bigot to the pupil of the eye; the more light you pour on it, the more it contracts._ " **– Oliver Wendell Holmes Sr.** –American polymath writer and poet.– 1809-1894

 **LAST UPDATED ON** : 02-08-2017

 **XxXxX**

 **CHAPTER SIX – THE BOARD STRIKES BACK**

 **XxXxX**

 **10880 MALIBU POINT, MALIBU, CALIFORNIA, AUGUST 24** **th** **2014 – AFTERNOON**

"Ms. Williams? I believe Ms. Potts is in need of your presence in the lounge. Mr. Stane appears upset about many things and I believe your attendance will help calm things down." JARVIS' voice, while quiet, reverberated through the now much emptier lab.

"Riri's in trouble" STARC sing-songed from across the room. Ever since the new AI had come online, JARVIS' voice tended to come form one side of the lab while STARC's came from the other.

Riri rolled her eyes even as she cut off the soldering gun and took off her protective goggles. She'd been working on a new thruster design for the boots used on the original Iron Man armor. Given how much damage they had done to her along with having no steering ability, Riri felt that design was the first thing to fix.

"I'm shocked that Obadiah is angry. Shocked I say," Riri muttered.

"Careful Ririster; your sarcasm is showing," STARC quipped.

Riri chuckled at that. Most times STARC was like having a manic poltergeist in the lab with her, its sense of humor did help bolster her spirits. Between STARC's humor and JARVIS' cool, calming demeanor, Riri had managed to weather the storm which had broke upon the news of Tony's death, her being made his heir and the like. Her press conference where she laid out Tony's last wishes regarding the new direction for Stark Industries had created a firestorm in the business world and online.

It was tiring how often video of her being burned in effigy popped up on YouTube and on social media sites.

"Alright JARVIS, I'll head up and give a sister some solidarity. No one should have to go head to head with Stane by themselves," Riri said as she stripped off her protective apron and tidied herself up a bit.

"He is a bit of a pit-bull. Hope you're shots are up to date, right? He bites," STARC quipped as the holo-projector came on with a animation of a bulldog with Stane's features barking up a tree which had cartoon versions of both Riri and Pepper in it.

"Well if he does, I'll just smack him on the nose with a rolled up newspaper. Besides, I am his boss now in a way," Riri said as she made some notes into her computer before heading up to the stairwell.

"Oh yes and he does _so_ like that situation," JARVIS said with his usual dry sarcasm.

Riri chuckled again, "Don't worry boys; I'll be okay. You two keep working on the flight sims will you?"

STARC's holo-projector changed to form an image of Tony saluting in Captain America's WW II uniform, "Yes ma'am!"

Riri shook her head and headed up towards the lounge. It didn't bode well she could hear Pepper and Obadiah arguing from the lab.

As luck would have it, as she came into the room, the two had reached a break in the argument which had them both glaring at each other. "Well isn't this a pleasant scene," Riri said lightly as she made her way towards a box of pizza she recognized was from a famous New York pizzeria.

Pepper threw up her hands, "Riri! You can't just keep disappearing into the lab! The board is trying to get you committed since you are 'obviously' distraught and suffering from your time in Afghanistan."

Stane sighed and rubbed his eyes, "That's not exactly what I said, Pepper."

Pepper scoffed indignantly, "But that's exactly what the results are going to be. Tony warned us this would be the most like course of action. Jennifer said that it was more likely then trying to go after the mental competency of a dead man."

"A dead, white man," Riri said quietly as she snagged a piece of pizza.

Stane exploded to his feet from the couched he'd be reclining on, "That's not helping! The board has legitimate concerns…"

"And those concerns would be taken a lot more seriously by me, the Stark CEO," Riri interrupted ruthlessly. "If the business news wasn't awash with coverage that seems to focus more on my gender and my skin color then on my accomplishments. I might not be at Tony's level or that of Reed Richards, but both men said I'm damn close. So forgive me that I'm leery of the Board when one of the major stories coming out after my press conference was about what I was wearing."

Stane made to speak but Riri raised her hand to stop him. "Look Obadiah, I'm not wanting to fight. I felt that Tony constantly gave you a raw deal and both you and Pepper had to constantly clean up after him. I respect that you are trying to do what you think is best for the company, but right now my main concern is to honor Tony's last wishes. I was there. I saw what what it did to him when he realized exactly what his inventions were doing to people. Quite frankly there are enough people in this world cranking out more inventive ways to kill each other. I'm totally behind Tony's last wish to make things which save lives. Besides, there are plenty of things we can still make lots of money on that will keep the likes of the DoD and SHIELD happy."

Stane made a face, "But the stockholders aren't happy."

Riri's face flushed with anger, "Like I give a damn about the stockholders? They invested in our company and that was a risk. Well sticking with us is a risk. If they don't like the risk, they can damn well sell. I don't see anything in Stark Industry's mission statement that says anything about ensuring the stockholders are happy. What it _**does**_ say is about inventing technologies that advance humanity. Now you tell the board that they can try and have me committed all they want, but they're going to have to somehow get past the SHIELD team that evaluated me. Then they'll have to get through Pepper given how she's my designated representative to ensure that Tony's child inherits a company doing what _**he**_ wanted done."

Riri dropped the pizza she'd only taken one bite out of back onto the coffee table, "I'm so glad we had this chat. I'm going back to the lab where I'm working on some things that will advance humanity. And do you know what, Stane? It's stuff that will make the stockholders happy. That is if they can get over the fact that there white male wunderkind is now a black female one. Don't think I'm not watching what's being posted on the Stark Net."

She then turned without a backward glance and made her way back down the stairs to the lab.

"Riri…" Pepper called after her but she didn't respond.

Stane just shook his head, "That girl is trouble."

Pepper turned to the older man with a fierce look on her face, "That 'girl' is your boss. If you can't deal with that, then perhaps you should sell your share of stock and find a position elsewhere."

Stane's eyes narrowed dangerously, "I'm not letting the likes of her or you toss me out of a company I built."

Pepper snorted, "I don't deny your contributions, but I'm pretty sure that Howard did most of the building. That and the fact that most of the money making items this company has produced came from Howard or Tony. Given from what Riri has already accomplished, I think this company needs her brilliance more than it needs an old ironmonger like you!"

Stane's face turned ugly before he suddenly smiled, "We'll soon see, now won't we? Keep the pizza, I'm heading back to New York so I can get more."

Pepper watch Stane as he strode out with the same angry stiffness Riri had shown. She thought to herself that having the two most powerful people in Stark Industries at each other's throats was not a good sign.

She picked up the phone and dialed a number from memory. She needed Jennifer's advice and quickly.

 **XxXxX**

 **10880 MALIBU POINT, MALIBU, CALIFORNIA, AUGUST 26** **th** **2014 – LATE MORNING**

"I can't believe we using a dummy. If I were real, I'd be in like Flynn to test this out!" STARC said with a more than a hint of childishness in his synthesized voice.

"First off, you _**are**_ real STARC. Second, Tony was an idiot on certain things and this especially applied to some of his testing methods. I mean he had incredibly expensive cars within his testing space! Thirdly, I'm pregnant and the last thing I need is to have this test endanger the child."

"Spoilsport," STARC said in a sulking voice.

"I believe we are ready to begin, Ms. Williams," JARVIS said from his side of the lab.

Riri looked at the numbers on her own screen and nodded. She looked towards the crash dummy they had dubbed 'Obi' who was wearing the mostly uncompleted lower set of armor. However the arm thrusters and jet boots were what was being tested. "Alright boys, let's do this right. Start mark half a meter and back to center." Riri looked to 'Dummy' who was to the right of the test area, "You're on fire suppression. We'll start nice and easy at 10% thrust capacity and g-flex. And three, two, one."

Riri hit enter on her keyboard.

The jet boots successfully engaged and immediately flipped the test dummy into the wall about 3 meters over the floor with enough force to dent the concrete. It fell to the floor with a loud clang. Dummy dutifully began to spray it with fire retardant.

"AWESOME!" STARC's hologram image looked like Christmas had come early.

"Oh dear," JARVIS said with one of his human sounding sighs.

"Oy vey," Riri said with a sigh of her own. "And THAT is why we use test dummies!"

 **OoOoO**

Riri watched as the STARC hologram worked. It was eerie seeing the image of the now dead Tony Stark manipulate the data being holographically displayed the way he did. In fact…

"STARC…" Riri said

STARC turned, "Hmm?"

Riri made a face. She wasn't sure if this was the right thing to bring up, but her curiosity was aroused. "Why do you manipulate the data manually? You could do it internally much faster."

STARC's image looked surprised by the question. It paused for quite some time. Riri knew for an AI like STARC, it _**was**_ a long time. Finally STARC shrugged, "I'm not sure. I think it may be my way of down-shifting into your time frame. I don't have to do it, but by self-limiting myself and using Tony Stark's frame of reference, I feel more in touch with whatever made Tony's mind so unique. It feels more…natural to work like this. Besides, I am calculating other variables while I'm doing this. Unlike JARVIS, with his art and music, such calculations keep me focused. That and I'm playing various simulation games with ULTRON."

Riri's eyebrows rose, "Really? How is that working out. I've been keeping tabs on ULTRON since I got here. I still wonder about its capability to exceed its programming."

STARC shrugged again, "He's pretty stupid but I'll give him this; he's an awesome number cruncher. You give him a task and he's like a dog with a bone. I don't think JARVIS or I have anything like the patience ULTRON has. Funny, you'd expect an A.I. to have patience but there's just so much to think about, to do!"

Riri laughed, "Well Tony and patience didn't seem to get along well so I can see you picking up on that. Any discoveries or things you've done I should know about?"

STARC went back to working. It knew that sometimes it made Riri uncomfortable to be using Tony's image so it tried to limit the amount of face-to-face time they had. "Nothing worth discussing. I'm still combing through all of Stark Industry records on past, present and future projects for an analysis on what we can change, what should probably be terminated and what venues we might pursue. I believe space travel and exploitation being our best bet from my initial pass on the data."

Riri nodded, "I agree. Mining this planet is stupid when we literally have planets and other celestial bodies filled with those same minerals. I hope you're looking into terraforming tech as well."

"Of course!" STARC answered with a tone which implied that it was a given he had done so.

 **XxXxX**

 **WAREHOUSE, QUETTA, BALOCHISTAN PROVINCE , PAKISTAN, AUGUST 27** **th** **2014 – EVENING**

Obadiah couldn't help but looked surprised, "Mandarin…well this is a pleasant surprise. I was under the impression you were in Indonesia." A subtle hand gesture told his security to play it cool. While the Mandarin's rings of power were deadly, Stane himself had quite a few technological tricks up his sleeve. In some cases this was literal as Stane left hand move towards the trigger of his sonic inhibitor.

This gesture wasn't lost on the tall man in a classic Chinese robes of the finest green silk. It also wasn't lost on his own security who were just as alert. However the man simply smiled. "I was. But this was something I felt important enough to come for personally. While my followers did kill Tony Stark for you, it obviously did not work out as intended. A personal apology seemed appropriate."

Both Stane and the Mandarin looked at _Raza_ Al-Waza who stood off to the side with his men who had brought the suit in from Afghanistan. Stane gave the man credit, he did not flinch at the rebuke from his master. It was also to his credit he had survived the horrible wounds which scarred most of one side of his head. "My men and I are dishonored by our failure. We hope what we discovered will help make amends."

The Mandarin turned back to Stane with a look that seemed to say, 'what can you do?' before continuing, "Yet I cannot feel that it was not a total lost given they did recovered this so called Iron Man suit." The Mandarin gestured, the 5 rings glittering on his hand, towards the suit, laid out on the floor where techs were still attaching labels to various pieces.

Stane nodded thoughtfully, "Yes it is quite the unexpected windfall. Of course now the question is of power. My team back in California is confident they can replicate the original power supply but I can tell they are lying. I'm going to have to see what I can do to get more information on the miniature ARC reactor Stark developed before he died. Luckily Riri Williams isn't going anywhere."

The Mandarin shrugged as he steepled his hands before him. Stane knew that if there was a personality flaw of his fellow HYDRA cell leader was he couldn't help but continue to show off his ten rings of power. "I'm sure you're ironmongers will come up with something. Then again perhaps the cyborg Pierce and his Workshop will also make some use of it."

Obadiah frowned slightly. He had hoped to have a monopoly on the suit. Yet he realized what probably happened. "I take it the Supreme Hydra made one of his suggestions?"

The Mandarin nodded, "Yes but I do not give much hope that Pierce will come up with anything. Even his most recent successes have been more biological. Still it is possible he'll have a lower tech solution which could benefit my soldiers."

Obadiah chuckled at that. Donald Pierce's Workshop cell, while good for cranking out minions and even super-slaves, but of late they hadn't created anything of note. "What about AIM?"

The Mandarin gave a low laugh, "I didn't bother. Your experience with your Defense Department should tell you why."

Stane chuckled in return, "If it wasn't invented here…yes. You're right; AIM probably would give one look at this armor and ignore it out of principle. Fine, more glory for the Ironmongers." He gestured for his own techs to begin bringing in the shipping containers which would be used to smuggle the armor out of the country and into America.

Surprisingly Raza took a step forward, "Stane; we had an agreement for weapons. I trust that agreement is still in effect? SHIELD has taken a larger interest into our operations. We need those weapons to continue."

Stane glanced at the Mandarin but the Asian face which defied categorization as to his true region of origin was impassive. Again Stane had to admire the balls of Raza to make demands of him. Still, Obadiah saw far to many 'yes men' to be put out at the implied disrespect. "You don't have to worry about a thing. Riri Williams and Pepper Potts think they know what they are doing but they are swimming in deep water and I have yet to let loose the sharks."

 **XxXxX**

 **THE BAXTER BUILDING, 4 FREEDOMS PLAZA, NEW YORK CITY, SEPTEMBER 6th – AFTERNOON**

"So...am I about to mutate or die of radiation poisoning?" Riri asked with plenty of comical sarcasm. The fact she was surrounded by equipment you'd expect to see in a mad scientist's lair did lend itself to a breezy snarkiness.

Of course the role of mad scientist was played by a petite blonde which sort of broke the imagery even if she was operating various mechanical manipulators into the hole in Riri's sternum.

The man who answered, however, was much more in line with the obsessed scientist with little in the way of a sense of humor, "Surprisingly I'm seeing very little in the way of cellular changes I was expecting. Of course Susan is the biologist so I'd wait to see her take on the data."

Riri looked down as the little mechanical tentacles did their work. "So is this your work Dr. Richards?"

Susan snorted even as Reed shook his head, "No. I adapted them from a much larger prototype done by Dr. Otto Octavious over at OsCorp. And please, just call me Reed."

Susan looked up from her screen, "We sort of have a no titles rule around here. With so many doctors, generals and the like, well it can get awfully stuffy in a hurry. A general ban seemed to be the best way to deal with it."

Riri nodded at that. She'd met about 20 people in the short time she'd been in the building who had various degrees. Many, like both Susan Storm and Reed Richards had multiple degrees and titles.

"I'm rather surprised you aren't doing the work yourself, Reed. I would figure you could stretch into the cavity easily enough," Riri pointed out.

Reed didn't look up from the screen he was monitoring, "I'm sure I could but I leave any sort of body cavity intrusions to Susan."

Susan laughed, "Reed has no trouble doing most things but bodily fluids and he don't get along."

Riri chuckled, "Well I have to agree with Reed on that. I'm okay with all manner of viscous fluids but yeah, I'll leave the bodily ones to experts like you."

Susan hummed in agreement. With a touch of a button and a beep, the manipulators retracted, "Okay that's all done. I know I've said it about ten times already but I am absolutely amazed at what those men accomplished back in Afghanistan given the conditions and tools they had available. That being said, Reed's upgraded interface will make the ARC reactor safer, last longer and your energy input will be better. This on top of the new, upgrade unit were installing."

Susan picked up the upgraded miniature ARC reactor Riri had created with STARC's help. She gently inserted it slightly into Riri's chest cavity aperture. With a slight click, the unit automatically lowered itself down and auto-activated. "Wow, even though I looked at what you and Reed did, I'm really amazed that worked so well. Reed?"

"Everything looks good," Reed said. He then sighed sadly, "I really wish we didn't have to wipe this data or that I could keep your old reactor."

Riri laughed, "Come on Reed, you can work on it all you want. You just need to sign up for Stark Industries at least as a contractor and you can fiddle to your heart's content."

Reed gave her a sour look, "Yes but then your company will get most of the revenue out of it and it won't be my work I can use for my own experiments."

Susan chuckled, "Come on Reed; you know that's how it works. If you weren't so brilliant, most of the stuff you'd be working on wouldn't really be yours. You know most of the kids working under the Baxter Building Project are doing hybrid work of their ideas married up with various corporate work."

Reed scowled, "I know, I know...I just wish the money aspect wasn't so important. I'm a scientist, not an entrepreneur."

"Which is why you have Ben handling all of that for you," Susan said as she began doing her own post-surgery checks on Riri's chest piece. Seeing the confused look on Riri's face, she explained, "While Ben might look like a big dumb jock..."

"...which he totally is, except for the dumb part," Reed said fondly.

"...Ben has a really good head for numbers. I know he can follow a lot of your work, Riri. While finance isn't something he's thrilled to do, besides his love of flying, it is something he can do."

Riri had to laugh, "Wow! That's a mental image! Ben in a suit doing your taxes."

Susan laughed in response, "Well getting the suit will be the problem. Of course Reed's unstable molecule project is showing promise."

Before Riri could ask what unstable molecules might be, a young teen stuck his head into the room from one of the side doors, "Mr. Richards? Dr. Storm is wondering if you'll still be able to make your four-o-clock meeting with him and the Pentagon people?"

Reed looked up at the clock and blinked, "Is that the time? My word, this went faster than I expected. Yes, Peter; I'll be there. Come in, won't you? There's someone I want you to meet."

Reed motioned for the teen to head over to table where Riri lay. Luckily except for her chest piece, she was covered. Even so she could tell that this Peter was trying not to stare.

"Riri, I'd like you to meet Peter Parker. He's an intern here. He's really brilliant but didn't exactly make the cut for the Project. However both Susan and I have looked over his work and we were thinking that perhaps you might take him on as an intern after his tour here ends? He has been working on a medical project left over from his parents before their deaths. Given the change in direction for Stark Industries, I think your company would be a better fit for him."

Riri looked at the boy and suddenly made a connection, "Peter Parker...you're Richard Parker's son, right? You look a lot like him. I just read up a summary of his work. It's impressive"

Peter nodded, "I am and I'm trying to keep my parent's work alive. I'm just having trouble with the aspect my mother worked on."

Riri looked at Susan, "Given your field of biology, I'm surprised you aren't keeping him."

Susan shrugged as she finished up her diagnostics, "Normally I would but Peter's work is something he owns free and clear. Given our sponsorships, we aren't in a position like Stark Industries to buy or license. As much as I'd like to keep Peter in house, the work is probably better off at Stark Industries. Of course I'd be happy to help as a well-paid consultant."

Riri had to laugh at the fake doe-eyed innocent look Susan had as she had said that. She turned to the teen who was still trying not to look at her chest (and mostly failing), "Well I'd be glad to take you on but our internships eat up a lot of time. It's hard on friends and family."

Peter shrugged, "Aunt May will understand and I don't have many friends." Seeing the look on Riri's face he hastily added, "I'm not anti-social, it's just a lot of my friends were because of my best friend Mary-Jane. But her Aunt got a job in London so without her..."

"...you drifted away from her friends. Okay, I know how that goes. Well it's not like you won't find your fill of geeks and nerds at Stark Industries. But do try to keep the gaming, D&D talk as well as the Star Wars vs. Star Trek fight to a dull roar?"

Peter blinked at this even as Reed muttered, "Trek rules!" even as Susan said, "The nerd is strong in the Force!" under her breath.

Riri rolled her eyes, "I rest my case. I really don't know how Pepper managed to keep Stark Industries running among all the fandom and geekiness...especially with Tony running things."

Susan made a face, "Dad has to deal with that here almost on a daily basis. I think he's going to go grey by oh...three-o-clock today at this rate. Anyway, Riri, you're good to go. Just be sure to give JARVIS the code on the disk I gave you earlier so we can monitor your reactor remotely. Reed's tripled the security on the database that will populate and we'll wipe it after your follow-up visit."

"So what are you working on now?" Peter suddenly blurted out in an almost comical display of fan-boy crush.

"Oh this and that while listening to a little Black Sabbath," Riri said cryptically with a devilish smile.

"Cool!" Peter exclaimed.

"Reed, why not take Peter with you? I need to talk to Riri about some health issues you both don't need to be privy too."

Reed looked up from his work, looked at his watch and made a face. "Oh alright. I guess I can't put this off any longer. Come on Peter, let me show you some of the 'exciting' things which await you if you become a famous scientist and inventor."

Peter looked back at Riri and Susan who were both smirking at the tired sarcasm in Reed's voice. Even so, the teen eagerly followed Reed out the door.

Riri turned back to see the smirk had fallen off Susan's face, "Okay doc, give it to me straight. Things aren't as great as you made it sound right?"

Susan looked guilty before shaking her head, "It's not that bad. It's just I have concerns. First is the just fact that while we were able to remove the Jericho daggers from you, the operation isn't something that can be reversed. Worse is now your cardiac system depends on it and I think the super-charging effect we're seeing will be something your body can't do without."

Riri nodded; she had known that she'd have some form of device keeping her alive for the rest of her life. At least now if there was a problem with her ARC reactor, she would die in minutes as the Jericho daggers ripped her heart apart.

Susan rubbed her eyes before continuing. "The potential problem I'm seeing is while the ARC reactor energy and your physiology seem to be meshing to include your unborn child, I'm concerned about the long-term effects of the palladium use in your ARC reactor. I suggest you begin working on a replacement for it as soon as possible. I may be wrong but if I'm not, you'll be dead before you probably could find or synthesize a replacement element."

Riri nodded again as she couldn't help but rub the ARC reactor aperture, "I'm aware of the risks. However the original reactor wasn't as stable as first thought and I'm surprised it still is working. Palladium fixed the stability issues but yes, I've already got a team working on a replacement."

Susan smiled, "Good. Palladium poisoning is a bad way to die."

Riri couldn't help but scowl as memories from Afghanistan surface, "Most ways are a bad way to die."

 **XxXxX**

 **10880 MALIBU POINT, MALIBU, CALIFORNIA, SEPTEMBER 13** **th** **2014 – EVENING**

"Ms. Williams, I am afraid we have a situation," JARVIS said in a clipped voice unlike his normal unflappable style.

Riri looked up from her flight simulator. She was concerned that if the Iron Man armor flew to high then icing would become a problem. To compensate, she was running the numbers from an ally used in Seraphim Tactical satellite. "What have we got JARVIS?"

"Apparently an intruder. How they gain entranced is a mystery," JARVIS replied.

"Okay...I thought this was pretty much one of the more secure areas on the West Coast," Riri said as she pulled up the house defense protocols. She noticed that ULTRON was in stand-by mode. STARC, however, was offline although that wasn't exactly true. STARC had been surfing the web and 'ghosting' as he put it in other Stark Industry facilities. He had said he was working on a surprise. JARVIS didn't seem worried so Riri had allowed the new AI some freedom to express himself.

"It most certainly is," JARVIS assured her. "However somehow the intruder gained accessed to your living quarters."

Riri's eyebrows went up in shock, "My bedroom? How in blazes did that happen? Wait, never mind, give me a video feed!"

As much as she detested having cameras around her 24-7, Riri knew that at least only ULTRON, JARVIS or STARC had access and all of them had no reason to watch her get naked or any other private things she did in her room.

The screen above where the original mock-up for Captain America's shield came to life. "Our intruder does not seem to doing anything but waiting. Indeed it seems likely she had is waiting for a response," JARVIS mused.

"And why..." The words died in Riri's throat as the image came into focus. On the bed a woman lay, seemingly uncaring that she was trespassing. She was idly flipping one of the magazines Riri had been reading before bed. The camera must have made some noise for she looked up and smirked, "It's about time! What's a girl have to do around here to get noticed when they're breaking in to see an old friend?"

Riri licked her lips and blinked hard. She couldn't believe it. On her bed might as well be the Ghost of Christmas Past. Her past. Her rather torrid college past to be precise.

"Juliet!" Riri said in a breathy tone which surprised her. Even after not seeing her for two years, it seemed like only yesterday.

"Ms. Williams? I take it you recognize our intruder?" JARVIS asked.

"Yes, yes I do. Go to yellow status till I find out what is going on," Riri said as she got up and made her way to the door.

"But Ms. Williams! She may intend you harm!" JARVIS said in what Riri already referred to as his Nervous Nelly voice.

"Oh harming me is probably the last thing on her mind...well except if she's feeling kinky," Riri said even as she felt her cheeks burn from the memories surfacing.

 **OoOoO**

Riri stared at the ceiling and for the hundredth time in the last ten minutes wondered how she got to this point of being naked, sweaty and quite sexually satisfied from her old college roommate she had given an ultimatum never to darken her door again.

Somehow she had gotten through the security and then the gall to act like it was just a lark. The recriminations led to raised voices which led to shouting which somehow led to kissing and then passionate sex. Riri couldn't believe that even after all this time, Juliet Calabria could push all her buttons, good ones and bad ones.

The woman in questions stirred and made a face, "Don't look like that, my little kitten. You make me feel unloved."

Riri looked into the deep green eyes of her one-time room-mate and tried to look cross, "Juliet, world class security is supposed to do that!"

Juliet merely shrugged in that indulgent way of hers that always irritated and yet fascinated her. Riri had grown up in a mostly poor area and Juliet came from old European money. She almost reek of power and wealth and coupled with her beauty and her smarts, it was once again hard for Riri not to fall under her spell again.

"You haven't changed, kitten. You work too hard! Shut up in your lab. That's no way for you to live and certainly not for a mother to be! I was in the area and I thought I'd set up a meeting but surprise, surprise you are one hard woman to get any sort of time with," Juliet said with a mocking smile as she ran a hand through her raven-dark hair which contrasted with her pale, olive toned skin.

Before Riri could respond, Juliet raised a hand, "Yes I've been bad; I've made a career of it. Just ask my father. But I figured from what I saw in the news, everyone wants a piece of you. So who can you trust? Well at least in me you know I want _**more**_ than a piece."

Riri had to snort at that even as she felt a twinge between her legs at the sultry look Juliet was giving her. "So you're here for a my health and welfare? I find that hard to believe Juliet."

Juliet shrugged again which distracted Riri as her breasts jiggled provocatively. Riri didn't think of herself as a lesbian or bisexual. In fact she rarely thought of sex other than it was a bother with guys trying to get into her pants. Juliet, however, breezed through all that and made her want her.

"Of course that's not all! I'd love a tour of what you can show me. Hell, my roommate from college is made CEO of the premier technology firm and you think I won't want to see it?" Juliet said in a frank tone which implied Riri would do the same if their positions were reversed.

"Yes but most friends wouldn't break into their friends house, Jules, especially one with _**very**_ heavy security," Riri snapped. It bugged her that Juliet had penetrated security she shouldn't have been able to. Juliet in college focused more on computers and math.

"Ah but that's a job I've done quite often of late. I test security. If I hadn't been paid in the wonderful coin of your luscious body, I'd probably bill you for illuminating the holes in your security!" Juliet said with a satisfied smile.

Before Riri could reply, a harsh alarm went off and the soft mood lights went out to be replaced by blue emergency lighting. ULTRON's laconic voice echoed through the house. "High-speed aircraft detected deviating from approved flight paths and on intercept course with this facility. Three minutes till arrival."

Both women scrambled out of be and grabbed for whatever clothing was closest. "JARVIS! What can we do? Options?"

The AI's smooth tone helped calm Riri down a bit, "House security has gone to red and we're locked down. Security response from the nearest Stark Facility will arrive in approximately 10 minutes. I suggest you make your way to the lab as it has the best defenses."

Riri frowned, "Yes and it also has the direct access tunnel because Tony thought it was a great place to store cars! Anyway, I'm betting they'll expect that. We're heading to ULTRON." Riri grabbed Juliet's hand, "Come on Jules, we don't have much time."

"What is going on? Who else is here?" Juliet asked as she allowed Riri to pull her out into the corridor.

"It's not important right now. We need to get to the ULTRON server room. I doubt it's somewhere they'd look and it's heavily shielded," Riri said as she cursed as she almost slipped on the slick marble floor given she wasn't wearing any shoes. In fact, except for a camisole, she wasn't wearing anything.

Juliet in her robe was in the same boat as she wobbled about unsteadily as well, "Why do expensive floors have to be so damned slippery!" Together they made their way into the main hallway towards the stairs which would take them to the secondary levels.

"Warning! Intruders on foot have breached the main gate. Counter-measures engaging," ULTRON's warning was followed by a thrum that Riri knew was a mix of rubber bullets being fired from remote gun emplacements. Whoever was trying to attack was finding out that attacking the CEO of a munitions company was going to be a painful mistake.

"Wow Riri, this is a change! Normally I'm the one who took us someplace where things went tits up. I'm so proud!" Juliet said with a laugh that showed how shaken she was.

Riri found herself laughing in return. The two had been in some hair-raising encounters while at MIT as they had taken part in the various pranking Juliet had roped her into. Yet those memories were cut short when the main door was blown off its hinges and smashed into some of the couches in the waiting area.

"What the hell? That wasn't done with explosives?" Riri she skidded to a halt. One part of her knew that she needed to get moving but she needed to see what they were up against.

Which quickly turned out to be a huge man who looked like he belonged on the cover of Steroids Monthly followed by a mousy looking man who had obvious cybernetic implants and limb replacements.

"Porca vacca!" Juliet swore as both men turned towards them.

 **OoOoO**

Giulietta was furious.

After a flawless insertion into some of the best security she'd gone up against, she'd manage to penetrate into very heart of the complex, that being Riri's body. Something that had been entertaining and unexpected. She hadn't expected things to go this smoothly so soon. Giulietta had expected a round of flirting, plans made for a coffee date and then perhaps another meeting which would lead to sex.

Obviously her one time roommate was still the workaholic who didn't take time out to smell the coffee or get her carnal needs met. Better for her and her mission to say nothing of being a very pleasant way to spend an evening.

And all of it ruined! What was going so well now had her naked except for a robe and facing off against what she was sure were some of Donald Pierce's Workshop men. She knew the beef-cake one could probably bench-press a small car and who knew what sort of weapons the cyborg had?

Worse was she had none of her normal gear. As good as she was, naked except for a robe wasn't going to cut it. She'd be lucky to get out alive to say nothing of protecting Riri.

Of course if she didn't make it out, Donald Pierce would find that his place as a HYDRA cell leader would not protect him from her father's wrath.

 **OoOoO**

"Alright chickies, let's be calm about this," the cyborg said as he pointed his cybernetic left arm at them while a small pod rose out of it. It was obviously a weapon."

Riri sneered, "My people will be here before you can get down the drive-way. Give up now and things don't have to get messy."

Both men laughed. The big one lumbered towards them, easily clearing away the shattered down and broken couches. "I like to make a mess. Blood splatter is an art form that doesn't get the attention it deserves."

Both women backed away and tried to calculate their best option. The cyborg saw this a sneered, "You're not going anywhere and our ride will be here before your people can show up."

Almost as if the universe was disagreeing with that statement, a loud explosion erupted about a mile away from the cliff-side home.

"In-bound intruder negated," ULTRON's voice almost sounded smug but Riri was sure that was just her imagination.

"So much for your ride; how's surrendering looking now?" Riri asked. She really hoped she might be able to bluff her way out of this mess.

The two kidnappers/assassins traded a look before the bruiser turned back and made his way towards them. "They won't do anything when I've got you to where I can unscrew your head with one twist."

Riri could feel Juliet tense beside her and she seemed to fall into a defensive stance. "Not going to happen," the Italian woman hissed.

"I totally agree."

A brilliant beam of energy came from somewhere above them which hit the large mutate dead in the chest and throwing him back, narrowly missing his compatriot.

"He shoots! He scores and the crowd goes wild!"

Both women looked up to see what looked to be a steampunk like version of C-3PO hovering in the air just past the stairwell to the upper floors. From the knees down, it looked polished but everything else looked as it had been activated half-way through assembly.

Given the voice coming from it, Riri knew that probably wasn't that far form the truth. While not Tony, it seemed the roles were reversed and STARC was saving the day.

"What is this shit?" the cyborg cried.

"Oh! Oh! I know that one! _**Robo-Cop**_ right? Ha ha! Dead or alive your coming with me!" STARC replied as he raised both hands to show glowing orbs on the palms. Again beams of energy came out, one hitting the mutate bruiser who was groggily trying to get back to his feet while the other one blasted off the cyborg's metal arm.

The cyborg screamed and fell to the floor.

"Oh stop crying! I could have kept up with that movie scene and shot you in the crotch. But hey, Stark Industries is a more family friendly company these days." STARC said dryly before rotating slightly, "Ms. Williams, are you alright? You seem alright...and quite fetching if I might say so myself!"

"ST...Iron Man, less flirting and more securing," Riri snapped. She hoped Juliet didn't recognize STARC's voice filtered as it was through the armor. Unfortunately Tony's manic personality hadn't been dulled being transferred to STARC.

Luckily her old roommate was more taking in the tech, "What is that? And where can I get one?"

"That, my dear, is a prototype I've been working on. Juliet, meet my bodyguard: Iron Man," Riri said with a small gesture to which STRAC bowed slightly before landing and moving to secure the two prisoners. As he did so, Riri could see the Stark Rapid Response team pull up.

"Come on Juliet, let's get into some clothes. I have enough scandal to last me for a decade without adding to it," Riri said as she motioned for her to follow her.

"Spoilsport! My father's ticker would probably go see a shot of us like this on the cover of Newsweek!" Juliet joked even as she followed.

Riri sighed. For as long as she'd know Juliet, she'd been trying to give her father a seizure or something. The girl was trouble sometimes!

 **OoOoO**

As she followed Riri back to the bedroom to retrieve their clothes, Giulietta marveled at her luck. The Madonna really did love her! Not only had a tense situation completely turn around, but she had gotten a glimpse of what Stark and the rest had created in Afghanistan. She knew the original was crude; she'd already stolen the data packet right out of the Ironmonger's supposedly secure database. Yet while obviously still crude, this Iron Man suit was already an order of magnitude more powerful than what Riri had used to escape the Mandarin's men.

And then there was the question of whether Stark was really dead. Whoever was in that armor certainly sounded like Stark, acted like him and has the same childish love of movie quotes. This mission had gone from success to failure right back to success! Now that she'd seen this Iron Man, she figured that Riri wouldn't completely cut her off if she wanted to talk about.

Yes, she'd reel her old lover back in and then loot her inventions right out of her own servers. With such technology, her father could finally gain ascendancy in HYDRA and perhaps even become the new Supreme Hydra!

It took a great deal of control for Giulietta not to begin cackling in evil glee. There was no way Spymaster was going to win this one! Indeed there wasn't anything she could think of that was going to get into her way.

Unfortunately for Giulietta Nucifero, she didn't realize that from the moment she'd appeared on the security feed, she had been watched, scanned and while Iron Man worked to help secure the would-be kidnappers with help from Stark Security, JARVIS was running facial recognition and voice recognition scans. At his behest, ULTRON had already used their covert link into SHIELD databases to search for anything they had on one Juliet Calabria.

 **XxXxX**

 **A/N** : I had figured to write some more on Nineteen today. However I figured that in honor of the Woman's March on Washington, I'd spend my birthday writing time writing about a woman struggling to deal with bigotry due to her gender and color.

 **Spider-Mage** : My recent Pernicious Story Bunny was something I just wrote without any intent to continue it. However, in a conversation with a reviewer, I realized that by pumping up the canonical Harry Potter timeline, I could have that story exist in the same universe as this story and it wouldn't even affect my eventual plans for Peter Parker. The seeds of that can be seen in this chapter.

 **Dramatis Personae –** For those who don't know their comics well enough to catch every character reference.

Reed Richards & Susan Storm: Going with the Ultimate versions of the Fantastic Four. However if Victor von Doom ever shows up or is referenced, his origin would be the canonical one instead of him also being mutated by the Negative Zone experiment.

Richard and Mary Parker: Like much of the Ultimate Marvel Universe (UMU) and the Marvel Cinematic Universe (MCU), the Parkers were working on a super-soldier type project. Yet instead of creating a new super-soldier, they were working on a 'suit' which critically injured people could be put into to help them heal. This is obviously the 'black suit' from the UMU but it won't morph into Venom. Never liked Venom the way it turned out.

Ben Grimm: For those who didn't catch it, the Ben referenced is The Thing who has always been a childhood friend of Reed Richards. In the UMU, he happened to be present for the Negative Zone experiment which went poorly which mutated him into The Thing.


End file.
